Obligation Dominion Power 6.3% ( US25746UAZ21 ) en USD

Dominion Power

100 % ▲

Etas-Unis

US25746UAZ21 ( en USD )

6.3% par an ( paiement semestriel )

30/09/2066

Prospectus brochure de l'obligation Dominion Energy US25746UAZ21 en USD 6.3%, échéance 30/09/2066

1 000 USD

500 000 000 USD

25746UAZ2

N/A

30/09/2025 ( Dans 49 jours )

Dominion Energy est une entreprise américaine d'énergie intégrée qui fournit de l'électricité et du gaz naturel à des millions de clients dans plusieurs États.

L'Obligation émise par Dominion Power ( Etas-Unis ) , en USD, avec le code ISIN US25746UAZ21, paye un coupon de 6.3% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 30/09/2066

DOMINION RESOURCES, INC.
424B5 1 d424b5.htm DOMINION RESOURCES, INC.
Table of Contents
Filed Pursuant to Rule 424(b)(5)
Registration No. 333-135112
A filing fee of $53,500, calculated in accordance with Rule 457(r), has been previously
transmitted to the SEC in connection with the securities offered by means of this prospectus supplement.

PROSPECTUS SUPPLEMENT
(To prospectus dated June 19, 2006)

$500,000,000
2006 Series B Enhanced Junior Subordinated Notes Due 2066

Dominion Resources, Inc.

The Enhanced Junior Subordinated Notes (the Junior Subordinated Notes) will bear interest at 6.30% per year
until September 30, 2011. During this period, we will pay interest on the Junior Subordinated Notes on March 30
and September 30 of each year, beginning March 30, 2007. Beginning September 30, 2011, the Junior
Subordinated Notes will bear interest at the Three-Month LIBOR Rate plus 230 basis points (2.30%), reset
quarterly, payable on March 30, June 30, September 30 and December 30 of each year, beginning December 30,
2011. The Junior Subordinated Notes will mature on September 30, 2066.
We may defer interest payments on the Junior Subordinated Notes on one or more occasions for up to 10
consecutive years as described in this prospectus supplement. Deferred interest payments will accumulate
additional interest at a rate equal to the interest rate then applicable to the Junior Subordinated Notes, to the
extent permitted by law.
We may redeem the Junior Subordinated Notes in whole or in part on or after September 30, 2011; in whole
before September 30, 2011 if certain changes occur in tax laws; or in whole or in part before September 30, 2011
at the redemption prices described in this prospectus supplement, plus accrued interest.
We will not make application to list the Junior Subordinated Notes on any national securities exchange or to
include them in any automated quotation system.

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DOMINION RESOURCES, INC.
Investing in the Junior Subordinated Notes involves risks. For a description of these risks, see "Risk
Factors" beginning on page S-10.

Public Offering
Underwriting
Proceeds to Company
Price (1)
Discount
Before Expenses

Per Junior
Subordinated
Note

99.831%

1.500%

98.331%
Total

$499,155,000
$7,500,000
$491,655,000

(1) Plus accrued interest from September 29, 2006, if settlement occurs after that date.
Neither the Securities and Exchange Commission nor any state securities commission has approved or
disapproved of these securities or determined if this prospectus supplement or the accompanying base prospectus
is truthful or complete. Any representation to the contrary is a criminal offense.
The Junior Subordinated Notes will be ready for delivery in book-entry only form through The Depository Trust
Company on or about September 29, 2006.

Joint Book-Running Managers and Co-Structuring Agents

Lehman Brothers
Morgan Stanley

Joint Book-Running Managers
Goldman, Sachs & Co. Merrill Lynch & Co. Wachovia Securities

Barclays Capital
Citigroup
JPMorgan

The date of this prospectus supplement is September 26, 2006.
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DOMINION RESOURCES, INC.
Table of Contents
ABOUT THIS PROSPECTUS SUPPLEMENT
This document is in two parts. The first part is the prospectus supplement, which describes the specific
terms of the Junior Subordinated Notes and certain other matters relating to us and our financial
condition. The second part, the accompanying base prospectus, gives more general information about
the Junior Subordinated Notes we may offer from time to time, some of which does not apply to the
Junior Subordinated Notes we are offering at this time. Generally, when we refer to the prospectus, we
are referring to both parts of this document combined. To the extent the description of the Junior
Subordinated Notes in the prospectus supplement differs from the description of the Junior Subordinated
Notes in the accompanying base prospectus, you should only rely on the information in the prospectus
supplement.
You should rely only on the information contained in this document or to which this document refers
you, or in other offering materials filed by us with the Securities and Exchange Commission (SEC). We
have not authorized anyone, and we have not authorized the underwriters to authorize anyone, to provide
you with different information. If anyone provides you with different or inconsistent information, you
should not rely on it. This document may only be used where it is legal to sell these securities. The
information which appears in this document and which is incorporated by reference in this document
may only be accurate as of the date of this prospectus supplement or the date of the document in which
incorporated information appears. Our business, financial condition, results of operations and prospects
may have changed since the date of that information.
TABLE OF CONTENTS
Prospectus Supplement

Page

About This Prospectus Supplement

S-2
Where You Can Find More Information

S-3
Forward-Looking Information

S-3
Prospectus Supplement Summary

S-5
Risk Factors

S-10
Dominion

S-17
Use of Proceeds

S-18
Capitalization

S-19
Ratio of Earnings to Fixed Charges

S-20
Specific Terms of the Junior Subordinated Notes

S-21
Certain Terms of the Replacement Capital Covenant

S-28
Book-Entry Procedures and Settlement

S-29
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DOMINION RESOURCES, INC.
Certain U.S. Federal Income Tax Considerations

S-31
Underwriting

S-36
Legal Matters

S-39
Base Prospectus

Page

About This Prospectus

2
Where You Can Find More Information

2
Safe Harbor and Cautionary Statements

3
The Company

3
Use of Proceeds

4
Ratio of Earnings to Fixed Charges

4
Description of the Junior Subordinated Notes

6
Legal Matters

14
Experts

15

S-2
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DOMINION RESOURCES, INC.
Table of Contents
WHERE YOU CAN FIND MORE INFORMATION
We file annual, quarterly and current reports, proxy statements and other information with the SEC. Our
file number with the SEC is 001-08489. Our SEC filings are available to the public over the Internet at
the SEC's web site at http://www.sec.gov. You may also read and copy any document we file at the
SEC's public reference room at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at 1-
800-SEC-0330 for further information on the public reference room. You may also read and copy these
documents at the offices of the New York Stock Exchange, 20 Broad Street, New York, New York
10005.
The SEC allows us to "incorporate by reference" the information we file with it, which means that we
can disclose important information to you by referring you to those documents. The information
incorporated by reference is an important part of this prospectus supplement and information that we file
later with the SEC will automatically update or supersede this information. We incorporate by reference
the documents listed below and any future filings made with the SEC under Sections 13(a), 13(c), 14, or
15(d) of the Securities Exchange Act of 1934, as amended (the Exchange Act), until such time as all of
the securities covered by this prospectus supplement have been sold:

Y Annual Report on Forms 10-K and
10-K/A for the year ended December 31, 2005;

Y Quarterly Reports on Form 10-Q for the quarters ended March 31, 2006 and June 30, 2006; and
· Current Reports on Form 8-K, filed January 13, 2006, January 26, 2006, February 15, 2006, March 3,
2006, April 4, 2006 and June 22, 2006.
You may request a copy of these filings, at no cost, by writing or telephoning us at:
Corporate Secretary, Dominion Resources, Inc., 120 Tredegar Street, Richmond, Virginia 23219,
Telephone (804) 819-2000.
FORWARD-LOOKING INFORMATION
We have included certain information in this prospectus supplement or other offering materials which is
"forward-looking information" as defined by the Private Securities Litigation Reform Act of 1995.
Examples include discussions as to our expectations, beliefs, plans, goals, objectives and future financial
or other performance or assumptions concerning matters discussed in this prospectus. This information,
by its nature, involves estimates, projections, forecasts and uncertainties that could cause actual results
or outcomes to differ substantially from those expressed in the forward-looking statement.

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DOMINION RESOURCES, INC.
Our business is influenced by many factors that are difficult to predict, involve uncertainties that may
materially affect actual results and are often beyond our ability to control. We have identified a number
of these factors in this prospectus supplement, under the heading "Risk Factors," and we refer you to
that discussion for further information. The factors include unusual weather conditions and their effect
on energy sales to customers and energy commodity prices; extreme weather events, including
hurricanes and winter storms, that can cause outages, production delays and property damage to our
facilities; state and federal legislative and regulatory developments, including deregulation and

S-3
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DOMINION RESOURCES, INC.
Table of Contents
changes in environmental and other laws and regulations to which we are subject; cost of environmental
compliance; risks associated with the operation of nuclear facilities; fluctuations in energy-related
commodity prices and the effect these could have on our earnings, liquidity position and the underlying
value of our assets; counterparty credit risk; capital market conditions, including price risk due to
marketable securities held as investments in nuclear decommissioning and benefit plan trusts;
fluctuations in interest rates; changes in rating agency requirements or credit ratings and the effect on
availability and cost of capital; changes in financial or regulatory accounting principles or policies
imposed by governing bodies; employee workforce factors including collective bargaining agreements
and labor negotiations with union employees; the risks of operating businesses in regulated industries
that are subject to changing regulatory structures; changes in our ability to recover investments made
under traditional regulation through rates; receipt of approvals for and timing of closing dates for
acquisitions and divestitures; realization of expected business interruption insurance proceeds and
decreased availability of business interruption and other insurance on commercially reasonable terms;
transitional issues related to the transfer of control over our electric transmission facilities to a regional
transmission organization; political and economic conditions, including the threat of domestic terrorism,
inflation and deflation; and completing the divestiture of investments held by our financial services
subsidiary, Dominion Capital, Inc.
Any forward-looking statement speaks only as of the date on which it is made, and we undertake no
obligation to update any forward-looking statement to reflect events or circumstances after the date on
which it is made.

S-4
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DOMINION RESOURCES, INC.
Table of Contents
PROSPECTUS SUPPLEMENT SUMMARY
In this prospectus supplement, unless otherwise indicated or the context otherwise requires, the words
"Dominion," "Company," "we," "our" and "us" refer to Dominion Resources, Inc., a Virginia
corporation, and its subsidiaries and predecessors.
The following summary contains basic information about this offering. It may not contain all the
information that is important to you. The SPECIFIC TERMS OF THE JUNIOR SUBORDINATED
NOTES section of this prospectus supplement and the DESCRIPTION OF THE JUNIOR
SUBORDINATED NOTES section of the accompanying base prospectus contain more detailed
information regarding the terms and conditions of the Junior Subordinated Notes. The following
summary is qualified in its entirety by reference to the more detailed information appearing elsewhere in
this prospectus supplement and in the accompanying base prospectus.
DOMINION
Dominion is a fully integrated gas and electric energy holding company headquartered in Richmond,
Virginia. As of June 30, 2006, we had approximately $50.7 billion in assets.
We manage our operations through four primary business lines that integrate our electric and gas
services, streamline operations, and position us for long-term growth in the competitive marketplace:
Dominion Delivery--Dominion Delivery manages our regulated electric and gas distribution systems
serving approximately 4.0 million customer accounts and our customer service operations. Our electric
distribution operations serve residential, commercial, industrial and governmental customers in Virginia
and northeastern North Carolina. Gas distribution operations serve residential, commercial and industrial
gas sales and transportation customers in Ohio, Pennsylvania and West Virginia. Dominion Delivery
also operates our nonregulated retail energy marketing business serving approximately 1.4 million
customer accounts in the Northeast, Mid-Atlantic and Midwest and manages more than 200 billion cubic
feet of natural gas storage in Ohio and Pennsylvania. In March 2006, we agreed to sell our regulated gas
distribution systems in Pennsylvania and West Virginia including approximately 500,000 customer
accounts. We expect to close the transaction in the first quarter of 2007.
Dominion Energy--Dominion Energy manages our approximately 7,800 miles of gas transmission
pipeline, our 6,000 miles of electric transmission lines and a 750 billion cubic foot natural gas storage
network. Dominion Energy also operates our Cove Point, Maryland liquefied natural gas facility. It
oversees certain natural gas production located in the Appalachian Basin and producer services,
including aggregation of gas supply, market-based services related to gas transportation and storage and
associated gas trading.
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DOMINION RESOURCES, INC.
Dominion Exploration & Production--Dominion Exploration & Production manages our onshore and
offshore oil and gas exploration and production activities. With approximately 6.3 trillion cubic feet of
proved natural gas reserves and, under normal conditions, approximately 1.1 billion

S-5
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DOMINION RESOURCES, INC.
Table of Contents
cubic feet equivalent of daily production, Dominion Exploration & Production is one of the nation's
largest independent oil and gas operators. We operate offshore on the outer continental shelf and
deepwater areas of the Gulf of Mexico and onshore in western Canada, the Appalachian Basin, the
Permian Basin, the Mid-Continent Region and other selected regions in the continental United States.
Dominion Generation--Dominion Generation manages our approximately 28,100 megawatt portfolio of
electric power generation and guides our generation growth strategy and energy trading and marketing
activities associated with optimization of our generation assets. The generation mix is diversified and
includes coal, nuclear, gas, oil, hydro and purchased power. Our electric generation operations currently
focus on serving customers in the energy intensive Northeast, Mid-Atlantic and Midwest regions of the
United States. Our generation facilities are located in Connecticut, Illinois, Indiana, Massachusetts,
North Carolina, Ohio, Pennsylvania, Rhode Island, Virginia, West Virginia and Wisconsin.
Dominion's address and telephone number are: 120 Tredegar Street, Richmond, Virginia 23219,
Telephone (804) 819-2000.
Ratio of Earnings to Fixed Charges

6 Months
12 Months
Years Ended December 31,
Ended
Ended
June 30,

June 30,

2006
2006
2005
2004
2003
2002
2001

2.53

2.08

2.29
2.78
2.29
2.82
1.82
THE OFFERING
The Junior Subordinated Notes
We are offering $500,000,000 aggregate principal amount of the Junior Subordinated Notes. The Junior
Subordinated Notes will mature on September 30, 2066.
The Junior Subordinated Notes will be issued under our Junior Subordinated Indenture II dated as of
June 1, 2006 (Subordinated Indenture II) between us and JPMorgan Chase Bank, N.A., as Trustee (the
Trustee), as supplemented by a Second Supplemental Indenture, dated as of September 1, 2006. The
Junior Subordinated Notes will be represented by one or more global securities that will be deposited
with and registered in the name of The Depository Trust Company, New York, New York (DTC) or its
nominee. This means that you will not receive a certificate for your Junior Subordinated Notes but,
instead, will hold your interest through DTC's system.
Interest
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Document Outline

sec.gov
- #1">DOMINION RESOURCES, INC.