8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D. C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): May 11, 2006

Commission	Registrant, State of Incorporation,	I.R.S. Employer
File Number	Address and Telephone Number	Identification No.
1-3375	South Carolina Electric & Gas Company	57-0248695
	(a South Carolina corporation)
	1426 Main Street, Columbia, South Carolina 29201
	(803) 217-9000

Not applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

       (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

       (17 CFR 240.13e-4(c))

Item 5.03(a)   AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS,

                        CHANGE IN FISCAL YEAR.

EffectiveMay 11, 2006, South Carolina Electric & Gas Company (SCE&G) amended its articles of incorporation to reduce, from 43,837 to 40,437, the number of shares of SCE&G’s Cumulative Preferred Stock ($50 par value) 4.60% (B) Series and to reduce, from $296,253,311.50 to $296,083,311.50, SCE&G’s stated capital. The articles of amendment were adopted to reflect SCE&G’s acquisition of 3,400 shares of its Cumulative Preferred Stock ($50 par value) 4.60% (B) Series that, pursuant to SCE&G’s articles of incorporation, may not be reissued.

Item 9.01    FINANCIAL STATEMENTS AND EXHIBITS.

(c)    Exhibits

 3.01 Articles of Amendment dated May 11, 2006 (Filed herewith)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		South Carolina Electric & Gas Company
	(Registrant)
May 15, 2006	By:	/s/ James E. Swan, IV
		James E. Swan, IV
		Controller

EX-3.01

Exhibit 3.01

STATE OF SOUTH CAROLINA

SECRETARY OF STATE

ARTICLES OF AMENDMENT

TYPE OR PRINT CLEARLY IN BLACK INK

Pursuant to Section 33-10-106 of the 1976 South Carolina Code of Laws, as amended, the undersigned corporation adopts the following Articles of Amendment to its Articles of Incorporation:

1.     The name of the corporation is South Carolina Electric & Gas Company

2.      Date of Incorporation July 19, 1924

3.       Agent's Name and Address C T Corporation System, 75 Beattie Place, Greenville, SC 29601

4. On May 11, 2006, the corporation adopted the following Amendment(s) of its Articles of Incorporation: (Type or attach the complete text of each Amendment)

See the attached Exhibit A.

5. The manner, if not set forth in the Amendment, in which any exchange, reclassification, or cancellation of issued shares provided for in the Amendment shall be effected, is as follows: (if not applicable, insert “not applicable” or “NA”).

Not applicable

6.       Complete either "a" or "b", whichever is applicable.

a.Amendment(s) adopted by shareholder action.

At the date of adoption of the Amendment, the number of outstanding shares of each voting group entitled to vote separately on the Amendment, and the vote of such shares was:

	Number of	Number of	Number of Votes	Number of Undisputed*
Voting	Outstanding	Votes Entitled	Represented at	Shares
Group	Shares	to be Cast	the Meeting	For	or	Against

*NOTE: Pursuant to Section 33-10-106(6)(i) of the 1976 South Carolina Code of Laws, as amended, the corporation can   

              alternatively state the total number of undisputed shares cast for the amendment by each voting group together with a

              statement that the number cast for the amendment by each voting group was sufficient for approval by that voting group.

b. x The Amendment(s) was duly adopted by the incorporators or board of directors without shareholder approval pursuant to Section 33-6-102(d), 33-10-102 and 33-10-105 of the 1976 South Carolina Code of Laws, as amended, and shareholder action was not required.

7.      Unless a delayed date is specified, the effective date of these Articles of Amendment shall be the date of acceptance for filing by the Secretary of State (See Section 33-1-230(b) of 1976 South Carolina Code of Laws, as amended)                          

Date:May 11, 2006South Carolina Electric & Gas Company

Name of Corporation

/s/Lynn M. Williams

Signature

Lynn M. Williams, Secretary

Type or Print Name and Office

FILING INSTRUCTIONS

1. Two copies of this form, the original and either a duplicate original or a conformed copy must be filed.

2. If the space in this form is insufficient, please attach additional sheets containing a reference to the appropriate paragraph in this form.

3. Filing fees and taxes payable to the Secretary of State at time of filing application.

Filing Fee	$ 10.00
Filing tax	100.00
Total	$110.00

Return to:	Secretary of State
	P.O. Box 11350
	Columbia, SC 29211

EXHIBIT A TO ARTICLES OF AMENDMENT

OF

SOUTH CAROLINA ELECTRIC & GAS COMPANY

4. On May 11, 2006, the corporation adopted the following Amendment(s) of its Articles of Incorporation: (Type or attach the complete text of each Amendment)

(a) The amount of the stated capital of the corporation, after giving effect to the cancellation of all shares of the corporation’s preferred stock that have been acquired by the corporation through the date of these articles of amendment and that, pursuant to the corporation’s articles of incorporation, may not be reissued, is $296,083,311.50

(b) The reduction of the number of shares which the corporation has authority to issue is 3,400 itemized by class and series as follows:

Class	Series	No. of Shares
Cumulative Preferred Stock ($50 par value)	4.60% (B)	3,400

(c) The number of shares which the corporation has authority to issue, after giving effect to the cancellation of all shares of the corporation’s preferred stock that have been acquired by the corporation through the date of these articles of amendment and that, pursuant to the corporation’s articles of incorporation, may not be reissued, is 53,595,013, itemized by class and series as follows:

Class	Series	No. of Shares
Cumulative Preferred Stock ($50 par value)	5%	125,209
“                  “                   “                 “	4.50%	6,649
“                  “                   “                 “	4.60% (Series A)	7,878
“                  “                   “                 “	5.125%	62,516
“                  “                   “                 “	4.60% (Series B)	40,437
“                  “                   “                 “	6%	52,324
“                  “                   “                 “   ($100 par value)	6.52%	1,000,000
Serial Preferred Stock ($25 par value) (1/4 vote)	-----	2,000,000
Serial Preferred Stock ($50 par value) (1/2 vote)	-----	300,000
Common Stock ($4.50 par value)	-----	50,000,000
		53,595,013