PUBLIC SERVICE CO OF NORTH CAROLINA INC
S-3, EX-3.(I), 2000-09-06
NATURAL GAS DISTRIBUTION
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                                                                    Exhibit 3.01

                                STATE OF SOUTH CAROLINA
                                  SECRETARY OF STATE
                                       JIM MILES

                              ARTICLES OF INCORPORATION


If possible, please print in black ink or type.

1. The name of the proposed corporation is New Sub II, Inc.
                                           -----------------

     2. The initial  registered  office of the  corporation is 1301 Gervais St.,
17th Floor ----------------------- (Street & Number)

  Columbia                  Richland          South Carolina        29201
 -------------------------------------------------------------------------------
    City                     County                State           Zip Code
and the initial registered agent at such address is:
John W. Currie
- ------------------------------------------------------------------------------

3.  The corporation is authorized to issue shares of stock as follows,  Complete
    "a" or "b", whichever is applicable:

    a.  [X]  If the corporation is authorized to issue a single class of shares,
             the total number of shares authorized is 1,000
                                                      -------------------------
    b.       [ ] The  corporation  is authorized to issue more than one class of
             shares:

                  Class of Shares               Authorized No. of Each Class

           --------------------------           ----------------------------
           --------------------------           ----------------------------
           --------------------------           ----------------------------

         The relative rights, preferences, and limitations of the shares of each
class, and of each series within a class, are as follows:  Not applicable

4.       The  existence  of the  corporation  shall begin as of the filing date
         with the  Secretary  of State  unless a delayed date indicated (See
         Section.33-1-230(b)):
         Effective upon filing.
         -----------------------------------------------------------------------

5.       The  optional  provisions  which the  corporation  elects to include i
         the  articles  of  incorporation  are as follows  (see Section 33-2-102
         and the applicable comments thereto; andss.ss.35-2-105, and 35-2-221 of
         the 1976 Code):  None


<PAGE>                                          1


6.       The name, address and signature of each incorporator is as follows(only
         one is required):
              Name                      Address                    Signature
         John W. Currie             1301 Gervais Street        s/John W. Currie
                                    Columbia, SC 29201


7. I, John W.  Currie , an  attorney  licensed to practice in the State of South
Carolina, certify that the corporation,  to whose articles of incorporation this
certificate is attached,  has complied with the requirements of Chapter 2, Title
33 of the 1976 South  Carolina  Code,  as amended,  relating to the  articles of
incorporation.


Date February 12, 1999                         s/John W. Currie
- ----------------------------------         ---------------------------------
                                                  Signature

                                 John W. Currie
                                           ----------------------------------
                                                  Name (type or print)

                                           McNair Law Firm, P.A.
                                           P.O. Box 11390; Columbia, SC 29211
                                           -----------------------------------
                                                   Address




                                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. Enclose one fee of $135.00 payable to the Secretary of State.

4. THIS  FORM MUST BE  ACCOMPANIED  BY THE FIRST  REPORT  OF  CORPORATIONS  (SEE
   Section 12-19-20).






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