

Expected Maturity	2017	2018	2019
Futures - Long
Settlement Price (a)	3.22	3.19	3.08
Contract Amount (b)	42.0	18.8	0.9
Fair Value (b)	43.4	19.1	0.9

Futures - Short
Settlement Price (a)	3.41	3.28
Contract Amount (b)	20.7	8.0
Fair Value (b)	20.2	8.0

Options - Purchased Call (Long)
Strike Price (a)	2.42	2.17
Contract Amount (b)	13.5	10.7
Fair Value (b)	1.0	0.8

Swaps - Commodity
Pay fixed/receive variable (b)	14.2	13.8	1.2
Average pay rate (a)	3.3853	3.3494	2.9931
Average received rate (a)	3.3493	3.2393	3.0645
Fair value (b)	14.0	13.4	1.3

Pay variable/receive fixed (b)	18.5	12.7	1.6
Average pay rate (a)	3.3240	3.0982	3.0998
Average received rate (a)	3.2232	3.3082	2.9830
Fair value (b)	18.0	13.6	1.5

Swaps - Basis
Pay variable/receive variable (b)	23.0	8.5	0.3
Average pay rate (a)	3.2609	3.4217	3.1486
Average received rate (a)	3.2367	3.3956	3.0586
Fair value (b)	22.8	8.4	0.3

(a) Weighted average, in dollars
(b) Millions of dollars


ITEM 4.	CONTROLS AND PROCEDURES

As of ~~September 30, 2016~~March 31, 2017, the Registrants have evaluated, under the supervision and with the participation of management, including the CEO and CFO, (a) the effectiveness of the design and operation of disclosure controls and procedures and (b) any change in internal control over financial reporting. Based on this evaluation, the CEO and CFO concluded that, as of ~~September 30, 2016~~March 31, 2017, these disclosure controls and procedures were effective. There has been no change in internal control over financial reporting during the quarter ended ~~September 30, 2016~~March 31, 2017 that has materially affected or is reasonably likely to materially affect internal control over financial reporting for either of the Registrants.

5644

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

On March 29, 2017, WEC and WECTEC, the two members of the Consortium, and certain of their affiliates filed petitions for protection under Chapter 11 of the U.S. Bankruptcy Code with the Bankruptcy Court, citing a liquidity crisis arising from project contract losses attributable to the New Units and the Vogtle Units as a material factor that caused them to seek protection under the bankruptcy laws. For additional information, see the New Nuclear Construction section of Note 9 to the condensed consolidated financial statements under the subheading Payment and Performance Obligations, Contractor Bankruptcy Proceedings and Related Uncertainties.

ITEM 1A. RISK FACTORS

The risk factors from the Registrants' combined Annual Report on Form 10-K for the year ended December 31, 2016, have been updated and are restated below in their entirety.

The risk factors that follow relate in each case to the Company, and where indicated the risk factors also relate to Consolidated SCE&G.

The costs of large capital projects, such as the Company’s and Consolidated SCE&G’s construction for electric generation and environmental compliance are significant, and these projects are subject to a number of risks and uncertainties that may adversely affect the cost, timing and completion of these projects, many of which have been experienced during the construction of the New Units.

The Company’s and Consolidated SCE&G’s businesses are capital intensive and require significant investments in electric generation and in other internal infrastructure projects, including projects for environmental compliance. Achieving the intended benefits of any large construction project is subject to many uncertainties. For instance, the ability to adhere to established budgets and construction schedules may be affected by many variables, such as the regulatory, legal, training and construction processes associated with securing approvals, permits and licenses and necessary amendments to them within projected timeframes, the availability of labor and materials at estimated costs, the availability and cost of financing, and weather. There also may be contractor or supplier performance issues or adverse changes in their creditworthiness and/or financial stability, unforeseen difficulties meeting critical regulatory requirements, contract disputes and litigation, and changes in key contractors or subcontractors. There may be unforeseen engineering problems or unanticipated changes in project design or scope. Our ability to complete construction projects (including new baseload generation) as well as our ability to maintain current operations at reasonable cost could be affected by the availability of key components or commodities, increases in the price of or the unavailability of labor, commodities or other materials, increases in lead times for components, adverse changes in applicable laws and regulations, new or enhanced environmental or regulatory requirements, supply chain failures (whether resulting from the foregoing or other factors), and disruptions in the transportation of components, commodities and fuels. To the extent that in connection with the construction of a project delays occur, costs become unrecoverable, or we otherwise become unable to effectively manage and complete the project, our results of operations, cash flows and financial condition, as well as our qualifications for applicable governmental programs, benefits and tax credits may be adversely affected.

SCE&G and Santee Cooper have agreed to jointly own, contract the design and construction of, and operate the New Units at Summer Station, in pursuit of which they have committed and are continuing to commit significant resources. In addition, construction of significant new transmission infrastructure is necessary to support the New Units and is under way as an integral part of the project. Various difficulties have been encountered in connection with the project. The ability of the construction team to adhere to established budgets and construction schedules has been affected by many variables, including unanticipated difficulties encountered in connection with project engineering and the construction of project components, constrained financial resources of the contractors, regulatory, legal, training and construction processes associated with securing approvals, permits and licenses and necessary amendments to them within projected timeframes, the availability of labor and materials at estimated costs, the efficiency of project labor and weather. There have also been contractor and supplier performance issues, difficulties in timely meeting critical regulatory requirements, contract disputes, and changes in key contractors or subcontractors. No assurance can be given that these and other construction-related difficulties will not continue to be experienced as construction progresses. Jointly-owned projects, such as the current construction of the New Units, are also subject to risks such as (1) one or more of the joint owners becoming either unable or unwilling to continue to fund project financial commitments, (2) new joint owners being sought but not being secured at equivalent financial terms, or (3) disagreement among joint owners or changes in the joint ownership make-up which further increase project costs, further delay the completion of the project or result in the termination of all or a portion of the project.

The recent bankruptcy filing of members of the Consortium has created heightened risks and substantial uncertainties with respect to the cost, timing, construction and/or completion of the New Units.

On March 29, 2017, WEC and WECTEC, the two members of the Consortium, and certain of their affiliates, filed petitions for protection under Chapter 11 of the United States Bankruptcy Code. The Consortium are presently the primary contractors for the construction and engineering of and procurement for the New Units and the Vogtle Units. The contracts for the New Units and the Vogtle Units provide for the construction of the New Units and the Vogtle Units by the Consortium on a fixed-cost basis (with certain exceptions) and for damages to be payable by the Consortium in the event the projects are not substantially completed by required dates. In documents filed in the Bankruptcy Court, the Consortium cited a liquidity crisis arising from project contract losses attributable to the New Units and the Vogtle Units as a material factor that caused it to seek protection under the bankruptcy laws.

Toshiba, the ultimate parent company of the Consortium and a guarantor of the Consortium’s payment obligations under the EPC Contract, following several announcements and media reports, announced in April of 2017 that it had recorded an impairment charge of approximately $6.2 billion relating to its nuclear power systems business, leaving Toshiba with a negative shareholders’ equity. Toshiba also disclosed that, although these conditions and events raise substantial doubt, it believed that its responses to such conditions, including the sale of a portion of its computer memory business as then anticipated by Toshiba, would enable it to continue to operate as a going concern. Additionally, Toshiba indicated that it intends to significantly alter its risk management oversight of its nuclear business, and in its filings with the Bankruptcy Court, the Consortium stated that it intends to discontinue its role in the construction of nuclear plants. However, there can be no assurance that such sales or other actions will be successful. As such, there can be no assurance that Toshiba will fulfill its payment guaranty obligations under the EPC Contract.

Pursuant to the Interim Assessment Agreement entered into by SCE&G, Santee Cooper, WEC and WECTEC in anticipation of the bankruptcy filing, SCE&G and Santee Cooper are evaluating the various elements of the project, including forecasted costs and completion dates, construction is continuing and SCE&G and Santee Cooper are continuing to make progress payments while work continues. The Interim Assessment Agreement had an initial term of 30 days and has been amended to extend its term through June 26, 2017, but it may also be terminated earlier by SCE&G or Santee Cooper. Any decision to extend the Interim Assessment Agreement may be impacted by the willingness of the other parties thereto. Termination of the Interim Assessment Agreement prior to such time that SCE&G and Santee Cooper have completed a full evaluation may adversely impact the continuation of construction of the project.

If as a result of the bankruptcy process we lose the benefit of the current fixed-price terms provided for by the EPC Contract, part or all of the cost overruns expected to be incurred by the Consortium will become the responsibility of SCE&G and Santee Cooper. These cost increases may or may not be recoverable from the Consortium or from Toshiba under its payment guaranty, or may materially exceed the amount of the Consortium's payment obligations guaranteed by Toshiba, which in general are limited to 25 percent of the payments made to the Consortium at the time of its breach under the EPC Contract. The ability of SCE&G to recover any increased costs through rates will be subject to review and approval by the SCPSC, and such costs may or may not qualify for recovery under the BLRA. If as part of the bankruptcy process the EPC Contract is rejected, then SCE&G and Santee Cooper will need to engage replacement contractors and/or assume the responsibilities of the contractor under the EPC Contract in order to complete the New Units. SCE&G and Santee Cooper could also decide to abandon the construction of one or both of the New Units.

The Consortium has agreed not to reject the EPC Contract prior to the date of termination of the Interim Assessment Agreement; however, after the end of the term of the Interim Assessment Agreement, it is likely that the EPC Contract will be rejected. If the EPC Contract is rejected during the bankruptcy process, it is unlikely that SCE&G and Santee Cooper will be able to negotiate replacement contracts on similar terms with some or all of the members of the Consortium, and there can be no assurance that some or all of the members of the Consortium will have roles in connection with the design, engineering or construction of the New Units. Additionally, there can be no assurance that any such replacement contracts will provide protection against future construction cost increases through a negotiated fixed price or that they will not assign some or all of the risks for escalating costs onto the owners. There also can be no assurance that SCE&G and Santee Cooper will be able to complete the construction of the New Units without significant delay or additional costs, should SCE&G and Santee Cooper decide to move forward with the project. Such delays could result in the loss of qualification for production tax credits. Further, while the BLRA also provides that, in the event of abandonment prior to plant completion, construction work in progress costs incurred, including AFC, and a return on those costs may be recoverable through rates, so long as SCE&G demonstrates by a preponderance of the evidence that its decision to abandon the New Unit(s) was prudent, there can be no assurance that any such costs would be recoverable through rates.

The Consortium’s bankruptcy filing could have a material impact on the construction of the New Units and could have a material impact on SCANA's and SCE&G’s results of operations, cash flows and financial condition. The ultimate outcome of these matters cannot be determined at this time. A discussion of certain of these matters can be found under New Nuclear Construction in Note 9 to the condensed consolidated financial statements and other risk factors below.

A downgrade in the credit rating of SCANA or any of SCANA’s subsidiaries, including SCE&G, could negatively affect our ability to access capital and to operate our businesses, thereby adversely affecting results of operations, cash flows and financial condition.

Various rating agencies currently rate SCANA’s long-term senior unsecured debt, SCE&G’s long-term senior secured debt, and the long-term senior unsecured debt of PSNC Energy as investment grade. In addition, rating agencies maintain ratings on the short-term debt of SCANA, SCE&G, Fuel Company (which ratings are based upon the guarantee of SCE&G) and PSNC Energy. Rating agencies consider qualitative and quantitative factors when assessing SCANA and its rated operating companies’ credit ratings, including regulatory environment, capital structure and the ability to meet liquidity requirements. Changes in the regulatory environment or deterioration of our rated companies’ commonly monitored financial credit metrics and additional adverse developments with respect to the construction of the New Units could negatively affect their debt ratings. While SCANA and SCE&G’s credit ratings are currently considered investment grade, during the first quarter of 2017, the agencies placed such ratings on negative outlook or watch status due to adverse developments relating to the construction of the New Units. If these rating agencies were to further lower any of these ratings, particularly to below investment grade for long-term debt instruments, borrowing costs on new issuances would increase, which could adversely impact financial results or limit or eliminate refinancing opportunities, and the potential pool of investors and funding sources could decrease.

Commodity price changes, delays in delivery of commodities, commodity availability and other factors may affect the operating cost, capital expenditures and competitive positions of the Company’s and Consolidated SCE&G’s energy businesses, thereby adversely impacting results of operations, cash flows and financial condition.

Our energy businesses are sensitive to changes in coal, natural gas, uranium and other commodity prices (as well as their transportation costs), availability and deliverability. Any such changes could affect the prices these businesses charge, their operating costs, and the competitive position of their products and services. Consolidated SCE&G is permitted to recover the prudently incurred cost of purchased power and fuel (including transportation) used in electric generation through retail customers’ bills, but purchased power and fuel cost increases affect electric prices and therefore the competitive position of electricity against other energy sources. In addition, when natural gas prices are low enough relative to coal to result in the dispatch of gas-fired electric generation ahead of coal-fired electric generation, higher inventories of coal, with related increased carrying costs, may result. This may adversely affect our results of operations, cash flows and financial condition.

In the case of regulated natural gas operations, costs prudently incurred for purchased gas and pipeline capacity may be recovered through retail customers’ bills. However, in both our regulated and deregulated natural gas markets, increases in gas costs affect total retail prices and therefore the competitive position of gas relative to electricity and other forms of energy. Accordingly, customers able to do so may switch to alternate forms of energy and reduce their usage of gas from the Company and Consolidated SCE&G. Customers on a volumetric rate structure unable to switch to alternate fuels or suppliers may reduce their usage of gas from the Company and Consolidated SCE&G. A regulatory mechanism applies to residential and commercial customers at PSNC Energy to mitigate the earnings impact of an increase or decrease in gas usage.

Certain construction-related commodities, such as copper and aluminum used in our transmission and distribution lines and in our electrical equipment, and steel, concrete and rare earth elements, have experienced significant price fluctuations due to changes in worldwide demand. To operate our air emissions control equipment, we use significant quantities of ammonia, limestone and lime. With EPA-mandated industry-wide compliance requirements for air emissions controls, increased demand for these reagents, combined with the increased demand for low sulfur coal, may result in higher costs for coal and reagents used for compliance purposes.

The use of derivative instruments could result in financial losses and liquidity constraints. The Company and Consolidated SCE&G do not fully hedge against financial market risks or price changes in commodities. This could result in increased costs, thereby resulting in lower margins and adversely affecting results of operations, cash flows and financial condition.

The Company and Consolidated SCE&G use derivative instruments, including futures, forwards, options and swaps, to manage our financial market risks. The Company also uses such derivative instruments to manage certain commodity (i.e., natural gas) market risk. We could be required to provide cash collateral or recognize financial losses on these contracts as a result of volatility in the market values of the underlying commodities and financial contracts or if a counterparty fails to perform under a contract.

The Company strives to manage commodity price exposure by establishing risk limits and utilizing various financial instruments (exchange traded and over-the-counter instruments) to hedge physical obligations and reduce price volatility. We do not hedge the entire exposure of our operations from commodity price volatility. To the extent we do not hedge against commodity price volatility or our hedges are not effective, results of operations, cash flows and financial condition may be adversely impacted.

Changing and complex laws and regulations to which the Company and Consolidated SCE&G are subject could adversely affect revenues, increase costs, or curtail activities, thereby adversely impacting results of operations, cash flows and financial condition.

The Company and Consolidated SCE&G operate under the regulatory authority of the United States government and its various regulatory agencies, including the FERC, NRC, SEC, IRS, EPA, the Department of Homeland Security, CFTC and PHMSA. In addition, the Company and Consolidated SCE&G are subject to regulation by the state governments of South Carolina, North Carolina and Georgia via regulatory agencies, state environmental agencies, and state employment commissions. Accordingly, the Company and Consolidated SCE&G must comply with extensive federal, state and local laws and regulations. Such governmental oversight and regulation broadly and materially affect the operation of our businesses. In addition to many other aspects of our businesses, these requirements impact the services mandated or offered to our customers, and the licensing, siting, construction and operation of facilities. They affect our management of safety, the reliability of our electric and natural gas systems, the physical and cyber security of key assets, customer conservation through DSM Programs, information security, the issuance of securities and borrowing of money, financial reporting, interactions among affiliates, the payment of dividends and employment programs and practices. Changes to governmental regulations are continual and potentially costly to effect compliance. Non-compliance with these requirements by third parties, such as our contractors, vendors and agents, may subject the Company and Consolidated SCE&G to operational risks and to liability. We cannot predict the future course of changes in this regulatory environment or the ultimate effect that this changing regulatory environment will have on the Company’s or Consolidated SCE&G’s businesses. Non-compliance with these laws and regulations could result in fines, litigation, loss of licenses or permits, mandated capital expenditures and other adverse business outcomes, as well as reputational damage, which could adversely affect the cash flows, results of operations, and financial condition of the Company and Consolidated SCE&G.

Furthermore, changes in or uncertainty in monetary, fiscal, economic, trade, or regulatory policies of the Federal government may adversely affect the debt and equity markets and the economic climate for the nation, region or particular industries, such as ours or those of our customers. The Company and Consolidated SCE&G could be adversely impacted by changes in tax policy, such as the loss of production tax credits related to the construction of the New Units.

The Company and Consolidated SCE&G are subject to extensive rate regulation which could adversely affect operations. Large capital projects (including the construction of the New Units as previously described), results of DSM Programs, results of DER programs, and/or increases in operating costs may lead to requests for regulatory relief, such as rate increases, which may be denied, in whole or part, by rate regulators. Rate increases may also result in reductions in customer usage of electricity or gas, legislative action and lawsuits. Additionally, in 2017, legislation which would amend the current BLRA was proposed in the S.C. House of Representatives. In the event this bill were to become law, as proposed, its provisions would not adversely impact SCE&G’s rate recovery with respect to the New Units. However, there can be no assurance that other legislation which might curtail the BLRA in a manner which would adversely impact SCE&G’s rate recovery with respect to the New Units will not be proposed and passed.

SCE&G’s electric operations in South Carolina and the Company’s gas distribution operations in South Carolina and North Carolina are regulated by state utilities commissions. In addition, the ability of SCE&G to recover the cost of construction of the New Units by SCE&G is subject to rate regulation by the SCPSC. Consolidated SCE&G’s generating facilities are subject to extensive regulation and oversight from the NRC and SCPSC. SCE&G's electric transmission system is subject to extensive regulations and oversight from the SCPSC, NERC and FERC. Implementing and maintaining compliance with the NERC's mandatory reliability standards, enforced by FERC, for bulk electric systems could result in higher operating costs and capital expenditures. Non-compliance with these standards could subject SCE&G to substantial monetary penalties. Our gas marketing operations in Georgia are subject to state regulatory oversight and, for a portion of its operations, to rate regulation. There can be no assurance that Georgia’s gas delivery regulatory framework will remain unchanged as market conditions evolve.

Furthermore, Dodd-Frank affects the use and reporting of derivative instruments. The regulations under this legislation provide for substantial additional regulation of over-the-counter and security-based derivative instruments, among other things, and require numerous rule-makings by the CFTC and the SEC to implement, many of which are still pending final action by

those federal agencies. The Company and Consolidated SCE&G have determined that they meet the end-user exception to mandatory clearing of swaps under Dodd-Frank. In addition, the Company and Consolidated SCE&G have taken steps to ensure that they are not the party required to report these transactions in real-time (the "reporting party") by transacting solely with swap dealers and major swap participants, when possible, as well as entering into reporting party agreements with counterparties who also are not swap dealers or major swap participants, which establishes that those counterparties are obligated to report the transactions in accordance with applicable Dodd-Frank regulations. While these actions minimize the reporting obligations of the Company, they do not eliminate required recordkeeping for any Dodd-Frank regulated transactions. Despite qualifying for the end-user exception to mandatory clearing and ensuring that neither the Company nor Consolidated SCE&G is the reporting party to a transaction required to be reported in real-time, we cannot predict when the final regulations will be issued or what requirements they will impose.

Although we believe that we have constructive relationships with the regulators, our ability to obtain rate treatment that will allow us to maintain reasonable rates of return is dependent upon regulatory determinations, and there can be no assurance that we will be able to implement rate adjustments when sought.

The Company and Consolidated SCE&G are subject to numerous environmental laws and regulations that require significant capital expenditures, can increase our costs of operations and may impact our business plans or expose us to environmental liabilities.

The Company and Consolidated SCE&G are subject to extensive federal, state and local environmental laws and regulations, including those relating to water quality and air emissions (such as reducing NO_X, SO₂, mercury and particulate matter). Some form of regulation is expected at the federal and state levels to impose regulatory requirements specifically directed at reducing GHG emissions from fossil fuel-fired electric generating units. On August 3, 2015, the EPA issued a revised standard for new power plants by re-proposing NSPS under the CAA for emissions of CO₂from newly constructed fossil fuel-fired units. The final rule requires all new coal-fired power plants to meet a carbon emission rate of 1,400 pounds CO₂per MWh. No new coal-fired plants could be constructed without partial carbon capture and sequestration capabilities. The Company and Consolidated SCE&G are monitoring the final rule, but do not plan to construct new coal-fired units in the foreseeable future. In addition, on August 3, 2015, the EPA issued its final rule on emission guidelines for states to follow in developing plans to address GHG emissions from existing units. The rule includes state-specific goals for reducing national CO₂emissions by 32% from 2005 levels by 2030. However, on February 9, 2016, the Supreme Court stayed the rule pending disposition of a petition of review of the rule in the Court of Appeals. Also, a number of bills have been introduced in Congress that seek to require GHG emissions reductions from fossil fuel-fired electric generation facilities, natural gas facilities and other sectors of the economy, although none has yet been enacted. In April 2012, the EPA issued the finalized MATS for power plants that requires reduced emissions from new and existing coal and oil-fired electric utility steam generating facilities. The EPA's rule for cooling water intake structures to meet the best technology available became effective in October 2014, and the EPA also issued a final rule in December 2014 regarding the handling of coal ash and other combustion by-products produced by power plant operations. Furthermore, the EPA finalized new standards under the CWA governing effluent limitation guidelines for electric generating units in September 2015.

Compliance with these environmental laws and regulations requires us to commit significant resources toward environmental monitoring, installation of pollution control equipment, emissions fees and permitting at our facilities. These expenditures have been significant in the past and are expected to continue or even increase in the future. Changes in compliance requirements or more restrictive interpretations by governmental authorities of existing requirements may impose additional costs on us (such as the clean-up of MGP sites or additional emission allowances) or require us to incur additional expenditures or curtail some of our cost savings activities (such as the recycling of fly ash and other coal combustion products for beneficial use). Compliance with any GHG emission reduction requirements, including any mandated renewable portfolio standards, also may impose significant costs on us, and the resulting price increases to our customers may lower customer consumption. Such costs of compliance with environmental regulations could negatively impact our businesses and our results of operations and financial position, especially if emissions or discharge limits are reduced or more onerous permitting requirements or additional regulatory requirements are imposed.

Renewable and/or alternative electric generation portfolio standards may be enacted at the federal or state level. In June 2014 the State of South Carolina enacted legislation known as Act 236 with the stated goal for each investor-owned utility to supply up to 2% of its 5-year average retail peak demand with renewable electric generation resources by the end of 2020. A utility, at its option, may supply an additional 1% during this period. Such renewable energy may not be readily available in our service territories and could be costly to build, finance, acquire, integrate, and/or operate. Resulting increases in the price of electricity to recover the cost of these types of generation, as approved by regulatory commissions, could result in lower usage of electricity by our customers. In addition, DER generation at customers’ facilities could result in the loss of sales to those customers. Compliance with potential future portfolio standards could significantly impact our capital expenditures and our

results of operations and financial condition. Utility scale solar development companies are currently working in South Carolina to develop projects in SCE&G's service territory. The integration of those resources at high penetration levels may be challenging.

The compliance costs of these environmental laws and regulations are important considerations in the Company's and Consolidated SCE&G's strategic planning and, as a result, significantly affect the decisions to construct, operate, and retire facilities, including generating facilities. In effecting compliance with MATS, SCE&G has retired three of its oldest and smallest coal-fired units and converted three others such that they may be gas-fired.

The Company and Consolidated SCE&G are vulnerable to interest rate increases, which would increase our borrowing costs, and we may not have access to capital at favorable rates, if at all. Additionally, potential disruptions in the capital and credit markets may further adversely affect the availability and cost of short-term funds for liquidity requirements and our ability to meet long-term commitments; each could in turn adversely affect our results of operations, cash flows and financial condition.

The Company and Consolidated SCE&G rely on the capital markets, particularly for publicly offered debt and equity, as well as the banking and commercial paper markets, to meet our financial commitments and short-term liquidity needs if internal funds are not available from operations. Changes in interest rates affect the cost of borrowing. The Company’s and Consolidated SCE&G’s business plans, which include significant investments in energy generation and other internal infrastructure projects, reflect the expectation that we will have access to the capital markets on satisfactory terms to fund commitments. Moreover, the ability to maintain short-term liquidity by utilizing commercial paper programs is dependent upon maintaining satisfactory short-term debt ratings and the existence of a market for our commercial paper generally.

The Company’s and Consolidated SCE&G’s ability to draw on our respective bank revolving credit facilities is dependent on the ability of the banks that are parties to the facilities to meet their funding commitments and on our ability to timely renew such facilities. Those banks may not be able to meet their funding commitments to the Company or Consolidated SCE&G if they experience shortages of capital and liquidity or if they experience excessive volumes of borrowing requests from us and other borrowers within a short period of time. Longer-term disruptions in the capital and credit markets as a result of uncertainty, changing or increased regulation, reduced alternatives or failures of significant financial institutions could adversely affect our access to liquidity needed for our businesses. Any disruption could require the Company and Consolidated SCE&G to take measures to conserve cash until the markets stabilize or until alternative credit arrangements or other funding for our business needs can be arranged. Such measures could include deferring capital expenditures or other discretionary uses of cash. Disruptions in capital and credit markets also could result in higher interest rates on debt securities, limited or no access to the commercial paper market, increased costs associated with commercial paper borrowing or limitations on the maturities of commercial paper that can be sold (if at all), increased costs under bank credit facilities and reduced availability thereof, and increased costs for certain variable interest rate debt securities of the Company and Consolidated SCE&G.

Disruptions in the capital markets and its actual or perceived effects on particular businesses and the greater economy also adversely affect the value of the investments held within SCANA’s pension trust. A significant long-term decline in the value of these investments may require us to make or increase contributions to the trust to meet future funding requirements. In addition, a significant decline in the market value of the investments may adversely impact the Company’s and Consolidated SCE&G’s results of operations, cash flows and financial condition, including its shareholders’ equity.

The Company and Consolidated SCE&G are engaged in activities for which they have claimed, and expect to claim in the future, research and experimentation tax deductions and credits which are the subject of uncertainty and which may be considered controversial by the taxing authorities. The outcome of those uncertainties could adversely impact cash flows and financial condition.

The Company and Consolidated SCE&G have claimed significant research and experimentation tax deductions and credits related to the ongoing design and construction activities of the New Units. These claims followed the issuance of final IRS regulations in 2014 regarding such treatment with respect to expenditures related to the design and construction of pilot models. (See also Uncertain Income Tax Positions within the Critical Accounting Policies and Estimates section of Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations and Note 5 to the consolidated financial statements in the Registrants’ Form 10-K for the year ended December 31, 2016.)

These tax claims primarily involve the timing of recognition of tax deductions rather than permanent tax attributes. The permanent attributes (net), as well as most of the interest accruals required to be recorded with respect to them, have been deferred within regulatory assets. As such, these claims have not had, and are not expected to have in the future, significant direct effects on the Company’s and Consolidated SCE&G’s results of operations. Nonetheless, the claims have contributed

significantly to the Company’s and Consolidated SCE&G’s cash flows and are expected to continue to do so through the remainder of the New Units’ construction period. Also, the claims have provided a significant source of capital and have lessened the level of debt and equity financing that the Company and Consolidated SCE&G have needed to raise in the financial markets. Future claims are expected to provide similar tax benefits.

However, the claims made to date are under examination, and may be considered controversial, by the IRS. It is expected that the IRS will also examine future claims. To the extent that the claims are not sustained on examination or through any subsequent appeal, the Company and Consolidated SCE&G will be required to repay any cash received for tax benefit claims which are ultimately disallowed, along with interest on those amounts. Such amounts could be significant and could adversely affect the Company's and Consolidated SCE&G's cash flows and financial condition. In certain circumstances, which management considers to be remote, penalties for underpayment of income taxes could also be assessed. Additionally, in such circumstances, the Company and Consolidated SCE&G may need to access the capital markets to fund those tax and interest payments, which could in turn adversely impact their ability to access financial markets for other purposes.

Operating results may be adversely affected by natural disasters, man-made mishaps and abnormal weather.

The Company has delivered less gas and, in deregulated markets, received lower prices for natural gas when weather conditions have been milder than normal, and as a consequence earned less income from those operations. Mild weather in the future could adversely impact the revenues and results of operations and harm the financial condition of the Company and Consolidated SCE&G. Hot or cold weather could result in higher bills for customers and result in higher write-offs of receivables and in a greater number of disconnections for non-payment. In addition, for the Company and Consolidated SCE&G, severe weather can be destructive, causing outages and property damage, adversely affecting operating expenses and revenues.

Natural disasters (such as hurricanes or other significant weather events, electromagnetic events or the 2011 earthquake and tsunami in Japan) or man-made mishaps (such as the San Bruno, California natural gas transmission pipeline failure, electric utility companies' ash pond failures, and cyber-security failures experienced by many businesses) could have direct significant impacts on the Company and Consolidated SCE&G and on our key contractors and suppliers or could impact us through changes to federal, state or local policies, laws and regulations, and have a significant impact on our financial condition, operating expenses, and cash flows.

Potential competitive changes may adversely affect our gas and electricity businesses due to the loss of customers, reductions in revenues, or write-down of stranded assets.

The utility industry has been undergoing structural change for a number of years, resulting in increasing competitive pressures on electric and natural gas utility companies. Competition in wholesale power sales via an RTO/ISO is in effect across much of the country, but the Southeastern utilities have retained the traditional bundled, vertically integrated structure. Should an RTO/ISO-market be implemented in the Southeast, potential risks emerge from reliance on volatile wholesale market prices as well as increased costs associated with new delivery transmission and distribution infrastructure.

Some states have also mandated or encouraged unbundled retail competition. Should this occur in South Carolina or North Carolina, increased competition may create greater risks to the stability of utility earnings generally and may in the future reduce earnings from retail electric and natural gas sales. In a deregulated environment, formerly regulated utility companies that are not responsive to a competitive energy marketplace may suffer erosion in market share, revenues and profits as competitors gain access to their customers. In addition, the Company’s and Consolidated SCE&G’s generation assets would be exposed to considerable financial risk in a deregulated electric market. If market prices for electric generation do not produce adequate revenue streams and the enabling legislation or regulatory actions do not provide for recovery of the resulting stranded costs, a write-down in the value of the related assets could be required.

The Company and Consolidated SCE&G are subject to the risk of loss of sales due to the growth of distributed generation especially in the form of renewable power such as solar photovoltaic systems, which systems have undergone a rapid decline in their costs. As a result of federal and state subsidies, potential regulations allowing third-party retail sales, and advances in distributed generation technology, the growth of such distributed generation could be significant in the future. Such growth will lessen Company and Consolidated SCE&G sales and will slow growth, potentially causing higher rates to customers.

The Company and SCE&G are subject to risks associated with changes in business and economic climate which could adversely affect revenues, results of operations, cash flows and financial condition and could limit access to capital.

Sales, sales growth and customer usage patterns are dependent upon the economic climate in the service territories of the Company and SCE&G, which may be affected by regional, national or even international economic factors. Adverse events, economic or otherwise, may also affect the operations of suppliers and key customers. Such events may result in the loss of suppliers or customers, in higher costs charged by suppliers, in changes to customer usage patterns and in the failure of customers to make timely payments to us. With respect to the Company, such events also could adversely impact the results of operations through the recording of a goodwill or other asset impairment. The success of local and state governments in attracting new industry to our service territories is important to our sales and growth in sales, as are stable levels of taxation (including property, income or other taxes) which may be affected by local, state, or federal budget deficits, adverse economic climates generally, legislative actions (including tax reform), or regulatory actions. Budget cutbacks also adversely affect funding levels of federal and state support agencies and non-profit organizations that assist low income customers with bill payments.

In addition, conservation and demand side management efforts and/or technological advances may cause or enable customers to significantly reduce their usage of the Company’s and SCE&G’s products and adversely affect sales, sales growth, and customer usage patterns. For instance, improvements in energy storage technology, if realized, could have dramatic impacts on the viability of and growth in distributed generation.

Factors that generally could affect our ability to access capital include economic conditions and our capital structure. Much of our business is capital intensive, and achievement of our capital plan and long-term growth targets is dependent, at least in part, upon our ability to access capital at rates and on terms that are attractive. If our ability to access capital becomes significantly constrained, our interest costs will likely increase and our financial condition and future results of operations could be adversely impacted.

Problems with operations could cause us to curtail or limit our ability to serve customers or cause us to incur substantial costs, thereby adversely impacting revenues, results of operations, cash flows and financial condition.

Critical processes or systems in the Company’s or Consolidated SCE&G’s operations could become impaired or fail from a variety of causes, such as equipment breakdown, transmission equipment failure, information systems failure or security breach, operator error, natural disasters, and the effects of a pandemic, terrorist attack or cyber attack on our workforce or facilities or on vendors and suppliers necessary to maintain services key to our operations.

In particular, as the operator of power generation facilities, many of which entered service prior to 1985 and may be difficult to maintain, Consolidated SCE&G could incur problems, such as the breakdown or failure of power generation or emission control equipment, transmission equipment, or other equipment or processes which would result in performance below assumed levels of output or efficiency. The operation of the New Units or the integration of a significant amount of distributed generation into our systems may entail additional cycling of our coal-fired generation facilities and may thereby increase the number of unplanned outages at those facilities. In addition, any such breakdown or failure may result in Consolidated SCE&G purchasing emission allowances or replacement power at market rates, if such allowances and replacement power are available at all. These purchases are subject to state regulatory prudency reviews for recovery through rates. If replacement power is not available, such problems could result in interruptions of service (blackout or brownout conditions) in all or part of SCE&G’s territory or elsewhere in the region. Similarly, a natural gas line failure of the Company or Consolidated SCE&G could affect the safety of the public, destroy property, and interrupt our ability to serve customers.

Events such as these could entail substantial repair costs, litigation, fines and penalties, and damage to reputation, each of which could have an adverse effect on the Company’s and Consolidated SCE&G's revenues, results of operations, cash flows, and financial condition. Insurance may not be available or adequate to mitigate the adverse impacts of these events.

A failure of the Company and Consolidated SCE&G to maintain the physical and cyber security of its operations may result in the failure of operations, damage to equipment, or loss of information, and could result in a significant adverse impact to the Company's and Consolidated SCE&G's financial condition, results of operations and cash flows.

The Company and Consolidated SCE&G depend on maintaining the physical and cyber security of their operations and assets. As much of our business is part of the nation's critical infrastructure, the loss or impairment of the assets associated with that portion of our businesses could have serious adverse impacts on the customers and communities that we serve. Virtually all of the Company's and Consolidated SCE&G's operations are dependent in some manner upon our cyber systems, which encompass electric and gas operations, nuclear and fossil fuel generating plants, human resource and customer systems and databases, information system networks, and systems containing confidential corporate information. Cyber systems, such as those of the Company and Consolidated SCE&G, are often targets of malicious cyber attacks. A successful physical or cyber attack could lead to outages, failure of operations of all or portions of our businesses, damage to key components and

equipment, and exposure of confidential customer, vendor, shareholder, employee, or corporate information. The Company and Consolidated SCE&G may not be readily able to recover from such events. In addition, the failure to secure our operations from such physical and cyber events may cause us reputational damage. Litigation, penalties and claims from a number of parties, including customers, regulators and shareholders, may ensue. Insurance may not be adequate to mitigate the adverse impacts of these events. As a result, the Company's and Consolidated SCE&G's financial condition, results of operations, and cash flows may be adversely affected.

SCANA’s ability to pay dividends and to make payments on SCANA’s debt securities may be limited by covenants in certain financial instruments and by the financial results and condition of its subsidiaries, thereby adversely impacting the valuation of our common stock and our access to capital.

We are a holding company that conducts substantially all of our operations through our subsidiaries. Our assets consist primarily of investments in subsidiaries. Therefore, our ability to meet our obligations for payment of interest and principal on outstanding debt and to pay dividends to shareholders and corporate expenses depends on the earnings, cash flows, financial condition and capital requirements of our subsidiaries, and the ability of our subsidiaries, principally Consolidated SCE&G, PSNC Energy and SCANA Energy, to pay dividends or to repay funds to us. Our ability to pay dividends on our common stock may also be limited by existing or future covenants limiting the right of our subsidiaries to pay dividends on their common stock. Any significant reduction in our payment of dividends in the future may result in a decline in the value of our common stock. Such a decline in value could limit our ability to raise debt and equity capital.

A significant portion of Consolidated SCE&G’s generating capacity is derived from nuclear power, the use of which exposes us to regulatory, environmental and business risks. These risks could increase our costs or otherwise constrain our business, thereby adversely impacting our results of operations, cash flows and financial condition.

In 2016, Unit 1 provided approximately 5.8 million MWh, or 25% of our generation. When giving effect to the completion of construction of the New Units, our generating capacity and the percentage of total generating capacity represented by nuclear sources will increase. Hence, SCE&G is subject to various risks of nuclear generation, which include the following:

The potential harmful effects on the environment and human health resulting from a release of radioactive materials in connection with the operation of nuclear facilities and the storage, handling and disposal of radioactive materials;

Limitations on the amounts and types of insurance commercially available to cover losses that might arise in connection with our nuclear operations or those of others in the United States;

The possibility that new laws and regulations could be enacted that could adversely affect the liability structure that currently exists in the United States;

Uncertainties with respect to procurement of nuclear fuel and suppliers thereof, fabrication of nuclear fuel and related vendors, and the storage of spent nuclear fuel;

Uncertainties with respect to contingencies if insurance coverage is inadequate; and

Uncertainties with respect to the technological and financial aspects of decommissioning nuclear plants at the end of their operating lives.

The NRC has broad authority under federal law to impose licensing and safety-related requirements for the operation of nuclear generation facilities. In the event of non-compliance, the NRC has the authority to impose fines or shut down a unit, or both, depending upon its assessment of the severity of the situation, until compliance is achieved. Revised safety requirements promulgated by the NRC could necessitate capital expenditures at nuclear plants such as ours. In today’s environment, there is a heightened risk of terrorist attack on the nation’s nuclear facilities, which has resulted in increased security costs at our nuclear plant. Although we have no reason to anticipate a serious nuclear incident, a major incident at a nuclear facility anywhere in the world could cause the NRC to limit or prohibit the operation or licensing of any domestic nuclear unit, resulting in costly changes to units under construction or in operation and adversely impacting our results of operations, cash flows and financial condition. Furthermore, a major incident at a domestic nuclear facility could result in retrospective premium assessments under our nuclear insurance coverages.

Failure to retain and attract key personnel could adversely affect the Company’s and Consolidated SCE&G’s operations and financial performance.

As with many other utilities, a significant portion of our workforce will be eligible for retirement during the next few years. We must attract, retain and develop executive officers and other professional, technical and craft employees with the skills and experience necessary to successfully manage, operate and grow our businesses. Competition for these employees is

high, and in some cases we must compete for these employees on a regional or national basis. We may be unable to attract and retain these personnel. In particular, the timely hiring, training, licensing and retention of personnel needed for the operation of the New Units is necessary to maintain the schedule for their operation. Further, the Company’s or Consolidated SCE&G’s ability to construct or maintain generation or other assets including the New Units requires the availability of suitable skilled contractor personnel. We may be unable to obtain appropriate contractor personnel at the times and places needed. Labor disputes with employees or contractors covered by collective bargaining agreements also could adversely affect implementation of our strategic plan and our operational and financial performance. Furthermore, increased medical benefit costs of employees and retirees could adversely affect the results of operations of the Company and Consolidated SCE&G. Medical costs in this country have risen significantly over the past number of years and are expected to continue to increase at unpredictable rates. Such increases, unless satisfactorily managed by the Company and Consolidated SCE&G, could adversely affect results of operations.

The Company and Consolidated SCE&G are subject to the risk that strategic decisions made by us either do not result in a return of or on invested capital or might negatively impact our competitive position, which can adversely impact our results of operations, cash flows, financial condition, and access to capital.

From time to time, the Company and Consolidated SCE&G make strategic decisions that may impact our direction with regard to business opportunities, the services and technologies offered to customers or that are used to serve customers, and the generating plants and other infrastructure that form the basis of much of our business. These strategic decisions may not result in a return of or on our invested capital, and the effects of these strategic decisions may have long-term implications that are not likely to be known to us in the short-term. Changing political climates and public attitudes, including customers' concerns regarding rate increases, such as those periodic rate increases under the BLRA, may adversely affect the ongoing acceptability of strategic decisions that have been made (and, in some cases, previously supported by legislation or approved by regulators), to the detriment of the Company or Consolidated SCE&G (e.g., revision or repeal of the BLRA). Over time, these strategic decisions or changing attitudes toward such decisions, which could be adverse to the Company’s or Consolidated SCE&G’s interests, may have a negative effect on our results of operations, cash flows and financial condition, as well as limit our ability to access capital.

The Company and Consolidated SCE&G are subject to the reputational risks that may result from a failure to adhere to high standards related to compliance with laws and regulations, ethical conduct, operational effectiveness, customer service and the safety of employees, customers and the public. These risks could adversely affect the valuation of our common stock and the Company’s and Consolidated SCE&G’s access to capital.

The Company and Consolidated SCE&G are committed to comply with all laws and regulations, to assure reliability of provided services, to focus on the safety of employees, customers and the public, to ensure environmental compliance, to maintain the physical and cyber security of their operations and assets, to maintain the privacy of information related to our customers and employees, and to maintain effective communications with the public and key stakeholder groups, particularly during emergencies and times of crisis. Traditional news media and social media can very rapidly convey information, whether factual or not, to large numbers of people, including customers, investors, regulators, legislators and other stakeholders, and the failure to effectively manage timely, accurate communication through these channels could adversely impact our reputation. The Company and Consolidated SCE&G also are committed to operational excellence, to quality customer service, and, through our Code of Conduct and Ethics, to maintain high standards of ethical conduct in our business operations. A failure to meet these commitments may subject the Company and Consolidated SCE&G not only to fraud, regulatory action, litigation and financial loss, but also to reputational risk that could adversely affect the valuation of SCANA’s stock, adversely affect the Company’s and Consolidated SCE&G’s access to capital, and result in further regulatory oversight. Insurance may not be available or adequate to respond to these events.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

SCANA:

The following table provides information about purchases by or on behalf of SCANA or any affiliated purchaser (as defined in Rule 10b-18(a)(3) under the Securities Exchange Act of 1934, as amended (Exchange Act)) of shares or other units of any class of SCANA's equity securities that are registered pursuant to Section 12 of the Exchange Act:

Table of Contents

											Issuer Purchases of Equity Securities
	(a)	(b)		(c)	(d)	(a)	(b)		(c)	(d)
Period	Total number of shares (or units) purchased	Average price paid per share (or unit)		Total number of shares (or units) purchased as part of publicly announced plans or programs	Maximum number (or approximate dollar value) of shares (or units) that may yet be purchased under the plans or programs	Total number of shares (or units) purchased	Average price paid per share (or unit)		Total number of shares (or units) purchased as part of publicly announced plans or programs	Maximum number (or approximate dollar value) of shares (or units) that may yet be purchased under the plans or programs
July 1-31	6,614	$	74.51	6,614
August 1 - 31	621	71.55		621
September 1 - 30	—	—		—
January 1 - 31						5,990	$	71.54	5,990
February 1 - 28						—	—		—
March 1 - 31						—	—		—
Total	7,235			7,235	*	5,990			5,990	*



Commission	Registrant, State of Incorporation,	I.R.S. Employer
File Number	Address and Telephone Number	Identification No.
1-8809	SCANA Corporation (a South Carolina corporation)	57-0784499
1-3375	South Carolina Electric & Gas Company (a South Carolina corporation)	57-0248695
	100 SCANA Parkway, Cayce, South Carolina 29033
	(803) 217-9000



SCANA Corporation	Large accelerated filer x	Accelerated filer o	Non-accelerated filer o	Smaller reporting company o	Emerging growth company o
South Carolina Electric & Gas Company	Large accelerated filer o	Accelerated filer o	Non-accelerated filer x	Smaller reporting company o	Emerging growth company o



	Description of	Shares Outstanding
Registrant	Common Stock	at ~~October 31, 2016~~April 30, 2017
SCANA Corporation	Without Par Value	142,916,917
South Carolina Electric & Gas Company	Without Par Value	40,296,147 (a)



			Page
Cautionary Statement Regarding Forward-Looking Information			3

Definitions			4

PART I. FINANCIAL INFORMATION
Item 1. Financial Statements			6
	SCANA Corporation		6
		Condensed Consolidated Balance Sheets	6
		Condensed Consolidated Statements of Income	8
		Condensed Consolidated Statements of Comprehensive Income	9
		Condensed Consolidated Statements of Cash Flows	10
		Condensed Consolidated Statements of Changes in Common Equity	11
	South Carolina Electric & Gas Company		12
		Condensed Consolidated Balance Sheets	12
		Condensed Consolidated Statements of ~~Income~~	14
		~~Condensed Consolidated Statements of~~ Comprehensive Income	14
		Condensed Consolidated Statements of Cash Flows	15
		Condensed Consolidated Statements of Changes in Equity	16
	~~Combined~~ Notes to Condensed Consolidated Financial Statements		17

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations			43
	~~SCANA Corporation~~		43
	~~South Carolina Electric & Gas Company~~		5039

Item 3. Quantitative and Qualitative Disclosures About Market Risk			5543

Item 4. Controls and Procedures			5644

PART II. OTHER INFORMATION

Item 1. Legal Proceedings			45

Item 1A. Risk Factors			45

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			5754

Item 5. Other Information			5755

Item 6. Exhibits			5755

Signatures			5856

Exhibit Index			5957



TERM	MEANING
AFC	Allowance for Funds Used During Construction
ANI	American Nuclear Insurers
AOCI	Accumulated Other Comprehensive Income (Loss)
ARO	Asset Retirement Obligation
Bankruptcy Court	United States Bankruptcy Court for the Southern District of New York
BLRA	Base Load Review Act
CAA	Clean Air Act, as amended
CAIR	Clean Air Interstate Rule
CB&I	Chicago Bridge & Iron Company N.V.
CCR	Coal Combustion Residuals
CEO	Chief Executive Officer
CFO	Chief Financial Officer
~~CGT~~CFTC	~~Carolina Gas Transmission Corporation~~Commodity Futures Trading Commission
CO₂	Carbon Dioxide
COL	Combined Construction and Operating License
Company	SCANA, together with its consolidated subsidiaries
Consolidated SCE&G	SCE&G and its consolidated affiliates
Consortium	A consortium consisting of WEC and ~~Stone & Webster~~WECTEC
Court of Appeals	United States Court of Appeals for the District of Columbia
CSAPR	Cross-State Air Pollution Rule
CUT	Customer Usage Tracker
CWA	Clean Water Act
~~DCGT~~	~~Dominion Carolina Gas Transmission, LLC~~
DER	Distributed Energy Resource
DHEC	South Carolina Department of Health and Environmental Control
Dodd-Frank	Dodd-Frank Wall Street Reform and Consumer Protection Act
DOE	United States Department of Energy
DRB	Dispute ~~Review~~Resolution Board, provided for under the October 2015 Amendment
DSM Programs	Demand Side Management Programs
ELG Rule	Federal effluent limitation guidelines for steam electric generating units
EMANI	European Mutual Association for Nuclear Insurance
~~Energy Marketing~~	~~The divisions of SEMI, excluding SCANA Energy~~
EPA	United States Environmental Protection Agency
EPC Contract	Engineering, Procurement and Construction Agreement dated May 23, 2008, as amended by the October 2015 Amendment
FASB	Financial Accounting Standards Board
FERC	United States Federal Energy Regulatory Commission
Fluor	Fluor Corporation
Fuel Company	South Carolina Fuel Company, Inc.
GAAP	Accounting principles generally accepted in the United States of America
GENCO	South Carolina Generating Company, Inc.
GHG	Greenhouse Gas
GWh	Gigawatt hour
Interim Assessment Agreement	Interim Assessment Agreement dated March 28, 2017, as amended, among SCE&G, Santee Cooper, WEC and WECTEC
IRC	Internal Revenue Code of 1986, as amended
IRS	Internal Revenue Service
Level 1	A fair value measurement using unadjusted quoted prices in active markets for identical assets or liabilities
Level 2	A fair value measurement using observable inputs other than those for Level 1, including quoted prices for similar (not identical) assets or liabilities or inputs that are derived from observable market data by correlation or other means
Level 3	A fair value measurement using unobservable inputs, including situations where there is little, if any, market activity for the asset or liability
LOC	Lines of Credit



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


~~(1)~~	~~the information is of a preliminary nature and may be subject to further and/or continuing review and adjustment;~~


~~(2)~~	~~legislative and~~ regulatory actions, particularly changes in electric and gas services, rate regulation, regulations governing electric grid reliability and pipeline integrity, environmental regulations, and actions affecting the construction of new nuclear units;


~~(4)~~	~~changes in the economy, especially in areas served by subsidiaries of SCANA;~~


~~(5)~~	~~the impact of competition from other energy suppliers, including competition from alternate fuels in industrial markets;~~


~~(6)~~	~~the impact of conservation and demand side management efforts and/or technological advances on customer usage;~~


~~(7)~~	~~the loss of sales to distributed generation, such as solar photovoltaic systems;~~


~~(8)~~	~~growth opportunities for SCANA’s regulated and other subsidiaries;~~


~~(9)~~	~~the results of short- and long-term financing efforts, including prospects for obtaining access to capital markets and other sources of liquidity;~~


~~(10)~~	~~the effects of weather, especially in areas where the generation and transmission facilities of SCANA and its~~


~~(3)~~	~~current and future litigation;~~


~~(11)~~	~~changes in SCANA’s or its subsidiaries’ accounting rules and accounting policies;~~


~~(20)~~	~~labor disputes;~~


~~(21)~~	~~performance of SCANA’s pension plan assets;~~


~~(13)~~	~~the results of efforts to license, site, construct and finance facilities for electric generation and transmission, including nuclear generating facilities;~~


~~(14)~~	the results of efforts to operate the Company's electric and gas systems and assets in accordance with acceptable performance standards, including the impact of additional distributed generation and nuclear generation;


~~(15)~~	~~maintaining creditworthy joint owners for SCE&G’s new nuclear generation project;~~


~~(16)~~	the ability of suppliers, both domestic and international, to timely provide the labor, secure processes, components, parts, tools, equipment and other supplies needed, at agreed upon quality and prices, for our construction program, operations and maintenance;


~~(17)~~	~~the results of efforts to ensure the physical and cyber security of key assets and processes;~~


~~(18)~~	the availability of fuels such as coal, natural gas and enriched uranium used to produce electricity; the availability of purchased power and natural gas for distribution; the level and volatility of future market prices for such fuels and purchased power; and the ability to recover the costs for such fuels and purchased power;


~~(19)~~	~~the availability of skilled, licensed and experienced human resources to properly manage, operate, and grow the Company’s businesses;~~


~~(22)~~	~~changes in tax laws and realization of tax benefits and credits, including production tax credits for new nuclear units;~~


~~(25)~~	~~natural disasters and man-made mishaps that directly affect our operations or the regulations governing them; and~~


~~(26)~~	~~the other risks and uncertainties described from time to time in the reports filed by SCANA or SCE&G with the SEC.~~



~~LOC~~	~~Lines of Credit~~
MATS	Mercury and Air Toxics Standards
MGP	Manufactured Gas Plant
MMBTU	Million British Thermal Units
MW or MWh	Megawatt or Megawatt-hour
NAAQS	National Ambient Air Quality Standards
NASDAQ	The NASDAQ Stock Market, Inc.
NCUC	North Carolina Utilities Commission
NEIL	Nuclear Electric Insurance Limited
New Units	Nuclear Units 2 and 3 under construction at Summer Station
NO_X	Nitrogen Oxide
NPDES	National ~~Permit~~Pollutant Discharge Elimination System
NRC	United States Nuclear Regulatory Commission
~~Nuclear Waste Act~~NSPS	~~Nuclear Waste Policy Act of 1982~~New Source Performance Standards
NYMEX	New York Mercantile Exchange
OCI	Other Comprehensive Income
October 2015 Amendment	Amendment, dated October 27, 2015, to the EPC Contract
ORS	South Carolina Office of Regulatory Staff
PHMSA	United States Pipeline Hazardous Materials Safety Administration
Price-Anderson	Price-Anderson Indemnification Act
PSNC Energy	Public Service Company of North Carolina, Incorporated
Registrants	SCANA and SCE&G
~~Retail Gas Marketing~~	~~SCANA Energy~~
ROE	Return on Equity
RSA	Natural Gas Rate Stabilization Act
RTO/ISO	Regional Transmission Organization/Independent System Operator
Santee Cooper	South Carolina Public Service Authority
SCANA	SCANA Corporation, the parent company
SCANA Energy	~~A division of SEMI which markets natural gas in Georgia~~SCANA Energy Marketing, Inc.
SCANA Services	SCANA Services, Inc.
SCE&G	South Carolina Electric & Gas Company
~~SCI~~SCEUC	~~SCANA Communications, Inc.~~South Carolina Energy Users Committee
SCPSC	Public Service Commission of South Carolina
SEC	United States Securities and Exchange Commission
~~SEMI~~	~~SCANA Energy Marketing, Inc.~~
SIP	State Implementation Plan
~~Spirit Communications~~ SO₂	~~SCTG Communications, Inc. (a wholly owned subsidiary of SCTG, LLC) d/b/a Spirit Communications~~Sulfur Dioxide
Stone & Webster	Prior to December 31, 2015, Stone & Webster, Inc. and later becoming CB&I Stone & Webster, a subsidiary of ~~WECTEC, LLC,~~CB&I; effective December 31, 2015, Stone & Webster, a ~~wholly-owned~~ subsidiary of WEC
Summer Station	V. C. Summer Nuclear Station
Supreme Court	United States Supreme Court
Toshiba	Toshiba Corporation, parent company of WEC
Unit 1	Nuclear Unit 1 at Summer Station
VIE	Variable Interest Entity
Vogtle Units	Two nuclear units being constructed by the Consortium for another group of utilities
WEC	Westinghouse Electric Company LLC
WECTEC	WECTEC Global Project Services, Inc. (formerly known as Stone & Webster), a wholly-owned subsidiary of WEC
Williams Station	A.M. Williams Generating Station, owned by GENCO
WNA	Weather Normalization Adjustment


Millions of dollars	September 30, 2016			December 31, 2015			March 31, 2017			December 31, 2016
Assets
Utility Plant In Service	$	13,307		$	12,883		$	13,543		$	13,444
Accumulated Depreciation and Amortization	(4,413		)	(4,307		)	(4,494		)	(4,446		)
Construction Work in Progress	4,584			4,051			5,011			4,845
Nuclear Fuel, Net of Accumulated Amortization	312			308			265			271
Goodwill, net of writedown of $230	210			210			210			210
Utility Plant, Net	14,000			13,145			14,535			14,324
Nonutility Property and Investments:
Nonutility property, net of accumulated depreciation of $136 and $124	277			280
Nonutility property, net of accumulated depreciation of $137 and $138							275			276
Assets held in trust, net-nuclear decommissioning	125			115			126			123
Other investments	74			71			77			76
Nonutility Property and Investments, Net	476			466			478			475
Current Assets:
Cash and cash equivalents	56			176			12			208
Receivables:
Customer, net of allowance for uncollectible accounts of $5 and $5	530			505
Customer, net of allowance for uncollectible accounts of $6 and $6							549			616
Income taxes	306			—			6			142
Other	96			227			94			127
Inventories (at average cost):
Fuel and gas supply	134			164			114			136
Materials and supplies	152			148			153			155
Prepayments	113			115			103			105
Other current assets	66			43			16			17
Total Current Assets	1,453			1,378			1,047			1,506
Deferred Debits and Other Assets:
Regulatory assets	2,202			1,937			2,128			2,130
Other	315			220			270			272
Total Deferred Debits and Other Assets	2,517			2,157			2,398			2,402
Total	$	18,446		$	17,146		$	18,458		$	18,707


	Three Months Ended						Nine Months Ended						Three Months Ended
	September 30,						September 30,						March 31,
Millions of dollars, except per share amounts	2016			2015			2016			2015			2017			2016
Operating Revenues:
Electric	$	817		$	742		$	2,035		$	2,008		$	577		$	592
Gas - regulated	111			112			538			610			322			299
Gas - nonregulated	165			214			598			805			274			281
Total Operating Revenues	1,093			1,068			3,171			3,423			1,173			1,172
Operating Expenses:
Fuel used in electric generation	176			187			443			525			136			136
Purchased power	21			14			50			38			11			11
Gas purchased for resale	202			260			752			1,030			370			359
Other operation and maintenance	187			182			558			527			179			181
Depreciation and amortization	93			75			276			267			95			91
Other taxes	66			58			192			176			66			63
Total Operating Expenses	745			776			2,271			2,563			857			841
Gain on sale of CGT, net of transaction costs	—			—			—			235
Operating Income	348			292			900			1,095			316			331
Other Income (Expense):
Other income	15			19			46			56			17			16
Other expense	(7		)	(16		)	(31		)	(44		)	(10		)	(14		)
Gain on sale of SCI, net of transaction costs	—			—			—			107
Interest charges, net of allowance for borrowed funds used during construction of $5, $5, $14, and $12	(88		)	(81		)	(255		)	(236		)
Interest charges, net of allowance for borrowed funds used during construction of $6 and $4													(87		)	(83		)
Allowance for equity funds used during construction	7			8			22			20			9			5
Total Other Expense	(73		)	(70		)	(218		)	(97		)	(71		)	(76		)
Income Before Income Tax Expense	275			222			682			998			245			255
Income Tax Expense	86			73			211			350			74			79
Net Income	$	189		$	149		$	471		$	648		$	171		$	176

Earnings Per Share of Common Stock	$	1.32		$	1.04		$	3.29		$	4.53		$	1.19		$	1.23
Weighted Average Common Shares Outstanding (millions)	142.9			142.9			142.9			142.9			142.9			142.9
Dividends Declared Per Share of Common Stock	$	0.575		$	0.545		$	1.725		$	1.635		$	0.6125		$	0.575


	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended March 31,
Millions of dollars	2016			2015			2016			2015			2017			2016
Net Income	$	189		$	149		$	471		$	648		$	171		$	176
Other Comprehensive Income (Loss), net of tax:
Unrealized Gains (Losses) on Cash Flow Hedging Activities:
Unrealized losses on cash flow hedging activities arising during period, net of tax of $-, $(4), $(3), and $(5)	(1		)	(7		)	(4		)	(8		)
Cash flow hedging activities reclassified to interest expense, net of tax of $1, $1, $3, and $3	2			2			6			6
Cash flow hedging activities reclassified to gas purchased for resale, net of tax of $-, $-, $3, and $6	—			1			6			10
Unrealized losses on cash flow hedging activities arising during period, net of tax of $(1) and $(3)													(2		)	(5		)
Cash flow hedging activities reclassified to interest expense, net of tax of $1 and $1													2			2
Cash flow hedging activities reclassified to gas purchased for resale, net of tax of $(1) and $3													(2		)	5
Net unrealized gains (losses) on cash flow hedging activities	1			(4		)	8			8			(2		)	2
Deferred cost of employee benefit plans, net of tax of $-, $-, $-, and $(2)	—			1			—			(3		)
Other Comprehensive Income (Loss)	1			(3		)	8			5			(2		)	2
Total Comprehensive Income	$	190		$	146		$	479		$	653		$	169		$	178


	Common Stock															Common Stock
Millions	Shares	Amount		Retained Earnings			AOCI			Noncontrolling Interest			Total Equity			Shares	Amount		Retained Earnings			AOCI			Noncontrolling Interest			Total Equity
Balance at January 1, 2017																40	$	2,860	$	2,481		$	(3	)	$	134		$	5,472
Earnings available to common shareholder																			109						3			112
Total Comprehensive Income																			109			—			3			112
Cash dividend declared																			(77		)				(2		)	(79		)
Balance at March 31, 2017																40	$	2,860	$	2,513		$	(3	)	$	135		$	5,505

Balance at January 1, 2016	40	$	2,760	$	2,265		$	(3	)	$	129		$	5,151		40	$	2,760	$	2,265		$	(3	)	$	129		$	5,151
Earnings available to common shareholder				423						10			433						113						3			116
Total Comprehensive Income				423			—			10			433						113			—			3			116
Capital contributions from parent		100											100
Cash dividend declared				(219		)				(6		)	(225		)				(72		)				(2		)	(74		)
Balance at September 30, 2016	40	$	2,860	$	2,469		$	(3	)	$	133		$	5,459

Balance at January 1, 2015	40	$	2,560	$	2,077		$	(3	)	$	123		$	4,757
Earnings available to common shareholder				394						11			405
Total Comprehensive Income				394			—			11			405
Capital contributions from parent		196											196
Cash dividend declared				(205		)				(5		)	(210		)
Balance at September 30, 2015	40	$	2,756	$	2,266		$	(3	)	$	129		$	5,148
Balance at March 31, 2016																40	$	2,760	$	2,306		$	(3	)	$	130		$	5,193


	The Company				Consolidated SCE&G				The Company				Consolidated SCE&G
Millions of dollars	September 30, 2016		December 31, 2015		September 30, 2016		December 31, 2015		March 31, 2017		December 31, 2016		March 31, 2017		December 31, 2016
Regulatory Assets:
Accumulated deferred income taxes	$	301	$	298	$	294	$	291	$	317	$	316	$	309	$	307
Environmental remediation costs	33		42		26		35
AROs and related funding	402		405		380		384		425		425		402		403
Deferred employee benefit plan costs	311		325		282		295		336		342		303		309
Deferred losses on interest rate derivatives	791		535		791		535		614		620		614		620
Unrecovered plant	119		127		119		127		113		117		113		117
DSM Programs	58		61		58		61		59		59		59		59
Carrying costs on deferred tax assets related to nuclear construction									37		32		37		32
Pipeline integrity management costs									37		33		6		6
Environmental remediation costs									31		32		25		26
Deferred storm damage costs									20		20		20		20
Deferred costs related to uncertain tax position	14		—		14		—		17		15		17		15
Other	173		144		150		129		122		119		121		116
Total Regulatory Assets	$	2,202	$	1,937	$	2,114	$	1,857	$	2,128	$	2,130	$	2,026	$	2,030


Regulatory Liabilities:
Asset removal costs	$	756	$	732	$	533	$	519	$	760	$	755	$	533	$	529
Deferred gains on interest rate derivatives	80		96		80		96		157		151		157		151
Other	28		27		17		20		21		24		15		15
Total Regulatory Liabilities	$	864	$	855	$	630	$	635	$	938	$	930	$	705	$	695


	September 30, 2016											March 31, 2017
Millions of dollars	Total		SCANA			Consolidated SCE&G			PSNC Energy			Total		SCANA			Consolidated SCE&G			PSNC Energy
Lines of credit:
Five-year, expiring December 2020	$	1,300.0	$	400.0		$	700.0		$	200.0		$	1,300.0	$	400.0		$	700.0		$	200.0
Fuel Company five-year, expiring December 2020	$	500.0	—			$	500.0		—			500.0		—			500.0			—
Three-year, expiring December 2018	$	200.0	—			$	200.0		—			200.0		—			200.0			—
Total committed long-term	$	2,000.0	$	400.0		$	1,400.0		$	200.0		2,000.0		400.0			1,400.0			200.0
Outstanding commercial paper (270 or fewer days)	$	777.6	$	16.0		$	714.2		$	47.4		869.5		50.4			769.9			49.2
Weighted average interest rate			0.93		%	0.84		%	0.83		%			1.47		%	1.22		%	1.27		%
Letters of credit supported by LOC	$	3.3	$	3.0		$	0.3		—			3.3		3.0			0.3			—
Available	$	1,219.1	$	381.0		$	685.5		$	152.6		$	1,127.2	$	346.6		$	629.8		$	150.8


	December 31, 2015											December 31, 2016
Millions of dollars	Total		SCANA			Consolidated SCE&G			PSNC Energy			Total		SCANA			Consolidated SCE&G			PSNC Energy
Lines of credit:
Five-year, expiring December 2020	$	1,300.0	$	400.0		$	700.0		$	200.0		$	1,300.0	$	400.0		$	700.0		$	200.0
Fuel Company five-year, expiring December 2020	$	500.0	—			$	500.0		—			500.0		—			500.0			—
Three-year, expiring December 2018	$	200.0	—			$	200.0		—			200.0		—			200.0			—
Total committed long-term	$	2,000.0	$	400.0		$	1,400.0		$	200.0		2,000.0		400.0			1,400.0			200.0
Outstanding commercial paper (270 or fewer days)	$	531.4	$	37.4		$	420.2		$	73.8		940.5		64.4			804.3			71.8
Weighted average interest rate			1.19		%	0.74		%	0.77		%			1.43		%	1.04		%	1.07		%
Letters of credit supported by LOC	$	3.3	$	3.0		$	0.3		—			3.3		3.0			0.3			—
Available	$	1,465.4	$	359.6		$	979.6		$	126.2		$	1,056.2	$	332.6		$	595.4		$	128.2


	Commodity and Other Energy Management Contracts (in MMBTU)
		Retail Gas			Commodity and Other Energy Management Contracts (in MMBTU)
Hedge designation	Gas Distribution	Marketing	Energy Marketing	Total	Gas Distribution	Gas Marketing	Total
As of September 30, 2016
As of March 31, 2017
Commodity contracts	8,600,000	11,781,000	4,223,500	24,604,500	6,500,000	10,134,000	16,634,000
Energy management contracts (a)	—	—	35,795,914	35,795,914	—	55,028,797	55,028,797
Total (a)	8,600,000	11,781,000	40,019,414	60,400,414	6,500,000	65,162,797	71,662,797

As of December 31, 2015
As of December 31, 2016
Commodity contracts	7,530,000	7,869,000	3,973,500	19,372,500	4,510,000	11,947,000	16,457,000
Energy management contracts (b)	—	—	38,857,480	38,857,480
Total (b)	7,530,000	7,869,000	42,830,980	58,229,980
Energy management contracts (a)					—	67,447,223	67,447,223
Total (a)					4,510,000	79,394,223	83,904,223