Obligation Dominion Power 4.9% ( US25746UBM09 ) en USD

Dominion Power

90.909 % ▲

Etats-unis

US25746UBM09 ( en USD )

4.9% par an ( paiement semestriel )

31/07/2041

Prospectus brochure de l'obligation Dominion Energy US25746UBM09 en USD 4.9%, échéance 31/07/2041

/

/

25746UBM0

BBB ( Qualité moyenne inférieure )

Baa2 ( Qualité moyenne inférieure )

01/02/2026 ( Dans 173 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.

Une analyse approfondie de l'obligation de type dette corporative, identifiée par le code ISIN US25746UBM09 et le code CUSIP 25746UBM0, révèle ses caractéristiques distinctives dans le panorama des instruments financiers. Cet instrument est émis par Dominion Energy, une entreprise énergétique majeure et diversifiée dont le siège est aux États-Unis, reconnue pour ses activités intégrées couvrant la production, le transport et la distribution d'électricité et de gaz naturel, desservant des millions de clients à travers plusieurs États américains et bénéficiant d'un statut de service public régulé, ce qui confère une certaine prévisibilité et stabilité à ses flux de trésorerie. L'obligation, libellée en dollars américains (USD) et émise depuis les États-Unis, propose un taux d'intérêt nominal de 4,9%, avec une fréquence de paiement des coupons bi-annuelle, et sa maturité est fixée au 31 juillet 2041, la positionnant comme un instrument à long terme. Sur le marché secondaire, son prix actuel s'établit à 90,909% de sa valeur nominale. La qualité de crédit de cette émission est attestée par des notations d'investissement reconnues : elle est évaluée 'BBB' par Standard & Poor's (S&P) et 'Baa2' par Moody's, soulignant ainsi sa solidité perçue sur le marché obligataire.

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Table of Contents
Filed pursuant to Rule 424(b)(2)
Registration No. 333-157013
CALCULATION OF REGISTRATION FEE

Title of Each Class of Securities
Maximum
Amount of
to be Registered

Aggregate Offering Price

Registration Fee (1)(2)
Senior Debt Securities

$500,000,000

$58,050
(1) Calculated in accordance with Rule 457(r) under the Securities Act of 1933, as amended.
(2) This "Calculation of Registration Fee" table shall be deemed to update the "Calculation of Registration Fee" table in the
Company's Registration Statement of Form S-3 (File No. 333-157013) in accordance with Rules 456(b) and 457(r) under the
Securities Act of 1933, as amended.
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PROSPECTUS SUPPLEMENT
(To Prospectus Dated January 29, 2009)
The Senior Notes will bear interest at 4.90% per year and will mature on August 1, 2041. We will pay interest on the Senior Notes on
February 1 and August 1 of each year, beginning February 1, 2012.
We may redeem all or any of the Senior Notes at any time at the redemption prices described in this prospectus supplement, plus
accrued interest.
We will not make application to list the Senior Notes on any securities exchange or to include them in any automated quotation
system.
Investing in the Senior Notes involves risks. For a description of these risks, see "Risk Factors" on page S-8 of this prospectus
supplement, the Risk Factors section of our most recent Annual Report on Form 10-K and in our other reports we file with the
Securities and Exchange Commission.

Public Offering
Underwriting
Proceeds to Dominion

Price(1)

Discount
Before Expenses(1)
Per Senior Note

98.471%
0.875%
97.596%
Total

$492,355,000
$4,375,000
$487,980,000
(1) Plus accrued interest from August 5, 2011, 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 Senior Notes will be ready for delivery in book-entry form only through The Depository Trust Company on or about August 5,
2011.
Joint Book-Running Managers

The date of this prospectus supplement is August 2, 2011.
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ABOUT THIS PROSPECTUS SUPPLEMENT
This document is in two parts. The first part is the prospectus supplement, which describes the specific terms of the Senior
Notes and certain other matters relating to us and our financial condition. The second part, the accompanying base prospectus, gives
more general information about Senior Debt Securities we may offer from time to time, some of which does not apply to the Senior
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 Senior Notes in the prospectus supplement differs from the description of Senior Debt
Securities 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. We take no responsibility for, and can
provide no assurance as to the reliability of, any different or inconsistent information. 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 such information.

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TABLE OF CONTENTS

Prospectus Supplement

Page
About This Prospectus Supplement
S-2

Where You Can Find More Information
S-4

Forward-Looking Information
S-4

Prospectus Supplement Summary
S-6

Risk Factors
S-8

Use of Proceeds
S-8

Capitalization
S-9

Ratio of Earnings to Fixed Charges
S-10
Description of the Senior Notes
S-12
Book-Entry Procedures and Settlement
S-16
Certain U.S. Federal Income Tax Considerations for Non-U.S. Holders
S-18
Underwriting (Conflicts of Interest)
S-20
Legal Matters
S-23
Experts
S-23
Base Prospectus

Page
About This Prospectus

2

Where You Can Find More Information

2

Safe Harbor and Cautionary Statements

3

Dominion

3

The Trust

4

Use of Proceeds

5

Ratio of Earnings to Fixed Charges

5

Description of Debt Securities

7

Additional Terms of the Senior Debt Securities

16
Additional Terms of the Junior Subordinated Debentures

17
Additional Terms of the Junior Subordinated Notes

18
Description of the Trust Preferred Securities

19
Description of the Guarantee

28
Agreement as to Expenses and Liabilities

31
Relationship Among the Trust Preferred Securities, the Guarantee and the Applicable Series of Debt Securities Held by the
Trust

31
Description of Capital Stock

32
Virginia Stock Corporation Act and the Articles and the Bylaws

34
Description of Stock Purchase Contracts and Stock Purchase Units

37
Plan of Distribution

37
Legal Opinions

39
Experts

39

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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:

· Annual Report on Form 10-K for the year ended December 31, 2010;

· Quarterly Reports on Form 10-Q for the quarters ended March 31, 2011 and June 30, 2011; and

· Current Reports on Form 8-K filed January 21, 2011, March 7, 2011 and May 13, 2011.
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.
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 our annual and quarterly reports as
described under the heading RISK FACTORS and we refer you to that discussion for further information. These factors include but
are not limited to:

· Unusual weather conditions and their effect on energy sales to customers and energy commodity prices;

· Extreme weather and geophysical events, including earthquakes, hurricanes, tornadoes, high winds and severe storms, that

can cause outages and property damage to facilities;

· Federal, state and local legislative and regulatory developments;

· Changes to federal, state and local environmental laws and regulations, including those related to climate change, water

temperature and quality, the tightening of emission or discharge limits for greenhouse gases and other emissions, more
extensive permitting requirements and the regulation of additional substances;

· Cost of environmental compliance, including those costs related to climate change;

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· Risks associated with the operation of nuclear facilities, including the costs associated with the disposal of spent nuclear

fuel, decommissioning, plant maintenance and changes in existing regulations governing such facilities;

· Unplanned outages of our facilities;

· Fluctuations in energy-related commodity prices and the effect these could have on our earnings and our liquidity position

and the underlying value of our assets;

· Counterparty credit and performance risk;

· Capital market conditions, including the availability of credit and the ability to obtain financing on reasonable terms;

· Risks associated with Virginia Electric and Power Company's (Virginia Power) membership and participation in PJM

Interconnection, LLC related to obligations created by the default of other participants;

· Price risk due to investments held in nuclear decommissioning trusts and in benefit plan trusts by us;

· Fluctuations in interest rates;

· Changes in federal and state tax laws and regulations;

· Changes in rating agency requirements or credit ratings and their 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;

· Receipt of approvals for, and timing of, closing dates for acquisitions and divestitures;

· Changes in rules for regional transmission organizations and independent system operators in which we participate,

including changes in rate designs and new and evolving capacity models;

· Political and economic conditions, including inflation and deflation;

· Domestic terrorism and other threats to our physical and intangible assets;

· Industrial, commercial and residential growth or decline in our service areas and changes in customer growth or usage

patterns, including as a result of energy conservation programs;

· Additional competition in electric markets in which our merchant generation facilities operate;

· Changes in technology, particularly with respect to new, developing or alternative sources of generation and smart grid

technologies;

· Changes to regulated electric rates and regulated gas distribution, transportation and storage rates, including liquified

natural gas storage, collected by us;

· Timing and receipt of regulatory approvals necessary for planned construction or expansion projects;

· The inability to complete planned construction projects within the terms and time frames initially anticipated; and

· Adverse outcomes in litigation matters.
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.

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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 DESCRIPTION OF THE SENIOR NOTES section of this prospectus supplement and the DESCRIPTION
OF DEBT SECURITIES and ADDITIONAL TERMS OF THE SENIOR DEBT SECURITIES sections of the accompanying base
prospectus contain more detailed information regarding the terms and conditions of the Senior 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, headquartered in Richmond, Virginia and incorporated in Virginia in 1983, is one of the nation's largest
producers and transporters of energy. Our strategy is to be a leading provider of electricity, natural gas and related services to
customers primarily in the eastern region of the U.S. Our portfolio of assets includes approximately 28,200 megawatts of
generating capacity, 6,300 miles of electric transmission lines, 56,800 miles of electric distribution lines, 11,000 miles of natural
gas transmission, gathering and storage pipeline and 21,800 miles of gas distribution pipeline, exclusive of service lines of two
inches in diameter or less. Dominion also owns the nation's largest underground natural gas storage system, operates
approximately 947 billion cubic feet of storage capacity and serves retail energy customers in 15 states.
Dominion is focused on expanding our investment in regulated electric generation, transmission and distribution and
regulated natural gas transmission and distribution infrastructure within and around our existing footprint. Our nonregulated
operations include merchant generation, energy marketing and price risk management activities and retail energy marketing
operations. Our operations are conducted through various subsidiaries, including Virginia Power, a regulated public utility that
generates, transmits and distributes electricity for sale in Virginia and northeastern North Carolina.
Our address and telephone number are: 120 Tredegar Street, Richmond, Virginia 23219, Telephone (804) 819-2000.
Ratio of Earnings to Fixed Charges

Six Months
Twelve Months

Years Ended December 31,
Ended
Ended
June 30, 2011
June 30, 2011

2010

2009

2008

2007

2006
3.54

3.66

6.10

2.76

3.53

4.26

2.93

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THE OFFERING
The Senior Notes
We are offering $500,000,000 aggregate principal amount of the Senior Notes. The Senior Notes will mature on August 1,
2041.
The Senior Notes will be represented by one or more global certificates that will be deposited with or held on behalf of 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 Senior Notes but, instead, will hold your interest through DTC's system.
Interest Payment Dates
Interest on the Senior Notes will be payable semi-annually in arrears on February 1 and August 1, commencing on February
1, 2012.
Record Dates
So long as the Senior Notes remain in book-entry only form, the record date for each Interest Payment Date will be the close
of business on the business day before the applicable Interest Payment Date.
If the Senior Notes are not in book-entry only form, the record date for each Interest Payment Date will be the close of
business on the fifteenth calendar day prior to the applicable Interest Payment Date (whether or not a business day).
Ranking
The Senior Notes rank equally with all of our other senior unsecured indebtedness, and are senior in right of payment to all
our subordinated indebtedness. The Senior Indenture contains no restrictions on the amount of additional indebtedness that we
may incur. Additionally, because we are a holding company that conducts all of our operations through our subsidiaries, holders
of Senior Notes will generally have a junior position to claims of creditors of our subsidiaries. See DESCRIPTION OF THE
SENIOR NOTES--Ranking on page S-12.
Optional Redemption
We may redeem some or all of the Senior Notes at any time at the redemption prices described in DESCRIPTION OF THE
SENIOR NOTES--Optional Redemption on page S-13, plus accrued interest to the Redemption Date. The Senior Notes may not
be redeemed at any time at the option of the holder.
No Listing of the Senior Notes
The Senior Notes are not listed and we do not plan to apply to list the Senior Notes on any securities exchange or to include
them in any automated quotation system.
Use of Proceeds
We intend to use the net proceeds from the sale of the Senior Notes for general corporate purposes and to repay short-term
debt including commercial paper. See USE OF PROCEEDS on page S-8.

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RISK FACTORS
Your investment in the Senior Notes involves certain risks. 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 control. We have identified a number
of these factors under the heading "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2010 and our
Quarterly Report on Form 10-Q for the quarter ended March 31, 2011, which are incorporated by reference in this prospectus
supplement. In consultation with your own financial and legal advisers, you should carefully consider, among other matters, the
discussions of risks that we have incorporated by reference before deciding whether an investment in the Senior Notes is suitable for
you.
See WHERE YOU CAN FIND MORE INFORMATION on page S-4.
USE OF PROCEEDS
We intend to use the net proceeds from the sale of the Senior Notes for general corporate purposes and to repay short-term debt,
which as of June 30, 2011 included $853 million in outstanding commercial paper with a weighted average yield of 0.352% per year
and a weighted average maturity of approximately 17 days.

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CAPITALIZATION
The table below shows our unaudited capitalization on a consolidated basis as of June 30, 2011. The "As Adjusted" column
reflects our capitalization after giving effect to this offering of Senior Notes and the intended use of the net proceeds from the offering.
See WHERE YOU CAN FIND MORE INFORMATION on page S-4 and USE OF PROCEEDS on page S-8.
(unaudited)

June 30, 2011

(in millions)

As
Adjusted for

Actual
Offering

Short-term debt(1)

$ 2,599
$
2,111
Long-term debt:

Senior Notes and the other long-term debt

14,765
15,265

Junior Subordinated Debentures payable to affiliated trusts

268

268

Junior Subordinated Notes

1,467

1,467

Total long-term debt(2)(3)

16,500
17,000

Subsidiary preferred stock not subject to mandatory redemption(4)

257

257

Total common shareholders' equity

11,680
11,680

Total capitalization

$31,036
$ 31,048

(1) Includes securities due within one year, which includes no deferred gain on fair value hedges.
(2) Includes an $80.6 million deferred gain on fair value hedges.
(3) Includes the effect of unamortized discount ($32.4 million) net of unamortized premium ($11.3 million).
(4) Includes the effect of preferred stock issuance expenses ($1.9 million).

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