SECURITIES AND EXCHANGE COMMISSION
Washington, D. C.
FORM U-6B-2
Certificate of Notification
Filed by a registered
holding company or
subsidiary thereof
pursuant to Rule
20(d) adopted under
the Public Utility
Holding Company Act
of 1935.
SOUTH CAROLINA ELECTRIC & GAS COMPANY
(the Company)
This certificate is notice that the above named company has issued,
renewed or guaranteed the security or securities described herein which issue,
renewal or guaranty was exempted from the provisions of Section 6(a) of the Act
and was neither the subject of a declaration or application on Form U-1 nor
included within the exemption provided by Rule 48.
1. Type of security or securities.
First Mortgage Bonds (the Bonds)
2. Issue, renewal or guaranty.
Issue
3. Principal amount of each security.
$300,000,000 in aggregate principal amount
4. Rate of interest per annum of each security.
5.30%
5. Date of issue, renewal or guaranty of each security.
May 21, 2003
6. If renewal of security, give date of original issue.
Not Applicable
7. Date of maturity of each security.
May 15, 2033
8. Name of persons to whom each security was issued, renewed or guaranteed.
The Bonds were issued to UBS Warburg LLC, Banc of America Securities
LLC and Credit Suisse First Boston LLC as representatives of the
underwriters (the Underwriters) named in, and pursuant to, the
Underwriting Agreement dated May 14, 2003. The Underwriters then sold
the Bonds to the public.
9. Collateral given with each security, if any.
The Bonds are secured primarily by (1) a like principal amount of
non-interest bearing first and refunding mortgage bonds (the Class A
Bonds) issued pursuant to the Indenture of Mortgage, dated January 1,
1945 (the Class A Indenture), between the Company and J P Morgan Chase
Bank, and (2) the lien of the Indenture dated April 1, 1993 (the New
Indenture), between the Company and The Bank of New York. The Class A
Bonds are secured by a lien upon substantially all of the fixed
property and franchises used or useful in the Company's public utility
businesses (except cash, securities, contracts and accounts
receivable, materials and supplies, natural gas, oil, certain minerals
and mineral rights and certain other assets) now owned by the Company,
with certain exceptions, and the bonds issued under the New Indenture
(including the Bonds) are secured by a lien upon substantially all of
the properties of the Company used in the generation, transmission and
distribution of electric energy, together with any other property
which the Company may elect to subject to such lien. The lien of the
New Indenture is junior to the lien of the Class A Indenture.
10. Consideration received for each security.
The Bonds were sold to the Underwriters at 99.832% of the principal
amount thereof and to the public at 99.807% of the principal amount
thereof. The Company received aggregate proceeds before expenses of
$296,796,000.
11. Application of proceeds of each security.
The net proceeds from the sale of the Bonds, together with certain
other funds, will be used for the redemption of First Mortgage
Bonds, 7.625% Series due June 1, 2023 (face amount $100 million,
callable at 103.66%) and 7.5% Series due June 15, 2023 (face amount
$150 million, callable at 103.44%), and for the repayment of 7.55%
Junior Subordinated Debentures, Series A due September 30, 2027
which are held by SCE&G Trust I, a statutory business trust which is
a consolidated subsidiary. The repayment of the Junior Subordinated
Debentures will cause the mandatory redemption by SCE&G Trust I of
its 7.55% Trust Preferred Securities, Series A (face amount $50
million, redeemable at par).
12. Indicate by a check after the applicable statement below whether the
issue, renewal or guaranty of each security was exempt from the
provisions of Section 6(a) because of:
a. the provisions contained in the first sentence of Section 6(b)
b. the provisions contained in the fourth sentence of Section 6(b)
c. the provisions contained in any rule of the commission other than Rule 48 X
13. If the security or securities were exempt from the provisions of
Section 6(a) by virtue of the first sentence of Section 6(b), give
the figures which indicate that the security or securities aggregate
(together with all other than outstanding notes and drafts of a
maturity of nine months or less, exclusive of days of grace, as to
which such company is primarily or secondarily liable) not more than
five percentum of the principal amount and par value of the other
securities of such company then outstanding.
Not applicable
14. If the security or securities are exempt from the provisions of
Section 6(a) because of the fourth sentence of Section 6(b), name
the security outstanding on January 1, 1935, pursuant to the terms
of which the security or securities herein described have been
issued.
Not applicable
15. If the security or securities are exempt from the provisions of
Section 6(a) because of any rule of the Commission other than Rule
48 designate the rule under which exemption is claimed.
Rule 52
South Carolina Electric & Gas Company
By: /s James E. Swan, IV
-----------------------------------
James E. Swan, IV
Controller
Dated: June 2, 2003