RESOLUTION R-2001-087


       Approving the General Terms and Conditions of a transaction between
     South Carolina Electric & Gas Company and its parent SCANA Corporation,
   and the City of Columbia with respect to public transportation services in
            Columbia and other business Interests between the parties

     BE IT RESOLVED by the Mayor and City Council of the City of Columbia, South
Carolina this 12th day of December, 2001 that the following general terms and
conditions of an agreement between SCANA Corporation and its subsidiary SCE&G
(hereinafter collectively referred to as "SCANA") and the City of Columbia,
South Carolina (hereinafter referred to as "City") are hereby approved:

$    SCANA will pay the City for a franchise the sum of $15 million in four (4)
     quarterly installments of $3.75 million each beginning at the time of the
     transfer. SCANA will pay the City for a franchise an additional $2.47
     million per year beginning one year after the time of the transfer and
     continuing for a total of seven (7) years.

$    SCANA will convey 6.98 acres of property on Huger Street, in a condition
     compliant with current state and federal regulations, currently used in
     connection with the transit system.

$    SCANA will convey the historic Columbia Canal and Hydroelectric Plant to
     the City and enter into collateral agreements relating to same.

$    SCANA and the City will enter into a new water contract for withdrawals
     from Lake Murray for the term of the electric and gas franchise

$    The City will relieve SCANA of the obligation to provide a public transit
     system in Columbia.

$    SCANA and the City will enter into a 30-year electric and gas franchise.

$    The transaction is contingent upon the execution of mutually agreeable
     contracts and the successful completion of certain due diligence
     inspections and evaluations by the City.

$    The transaction is subject to the approval of the South Carolina Public
     Service Commission, the Federal Energy Regulatory Commission and the
     Securities and Exchange Commission, and possible other governmental and
     regulatory bodies.



     BE IT FURTHER RESOLVED that the Mayor and/or the City Manager be, and they
are hereby, authorized and directed to execute such contracts and agreements as
are necessary to effectuate the transactions contemplated herein.

Requested by:


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City Manager                                  Mayor

Approved by:


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City Manager

Approved as to form:                     ATTEST:


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City Attorney                                 City Clerk

Introduced: _____
Final Reading: _____