Dominion Energy (D) 10-K 26 Feb 10 2009 FY Annual report Financial data

Statement Of Income Alternative

Statement Of Income Alternative (USD $)
In Millions, except Per Share data	12 Months Ended Dec. 31, 2009		12 Months Ended Dec. 31, 2008		12 Months Ended Dec. 31, 2007
Operating Revenue	$15,131		$16,290		$14,816
Operating Expenses
Electric fuel and other energy-related purchases	4,285		4,023		3,623
Purchased electric capacity	411		411		439
Purchased gas	2,381		3,398		2,775
Other operations and maintenance	3,795		3,257		4,125
Gain on sale of U.S. non-Appalachian E&P business	0		42		(3,635)
Depreciation, depletion and amortization	1,139		1,034		1,368
Other taxes	491		499		552
Total operating expenses	12,502		12,664		9,247
Income from operations	2,629		3,626		5,569
Other income (loss)	181		(58)		102
Interest and related charges	894		837		1,161
Income from continuing operations including noncontrolling interests before income taxes and extraordinary item	1,916		2,731		4,510
Income tax expense	612		879		1,783
Income from continuing operations including noncontrolling interests before extraordinary item	1,304		1,852		2,727
Loss from discontinued operations	0	[2]	(2)	[2]	(8)	[2]
Extraordinary item	0	[4]	0	[4]	(158)	[4]
Net income including noncontrolling interests	1,304	[1],[4]	1,850	[1]	2,561	[1]
Noncontrolling interests	17		16		22
Net income attributable to Dominion	1,287		1,834		2,539
Amounts attributable to Dominion:
Income from continuing operations, net of tax	1,287		1,836		2,705
Loss from discontinued operations, net of tax	0		(2)		(8)
Extraordinary item, net of tax	0	[4]	0	[4]	(158)	[4]
Net income attributable to Dominion	$1,287		$1,834		$2,539
Earnings Per Common Share-Basic:
Income from continuing operations before extraordinary item	2.17		3.17		4.15
Loss from discontinued operations	$0		$0		-0.01
Extraordinary item	$0		$0		-0.24
Net income	2.17		3.17		3.9
Earnings Per Common Share-Diluted:
Income from continuing operations before extraordinary item	2.17		3.16		4.13
Loss from discontinued operations	$0		$0		-0.01
Extraordinary item	$0		$0		-0.24
Net income	2.17		3.16		3.88
Dividends paid per common share	1.75		1.58		1.46
[1]As discussed in Note 3, 2008 and 2007 amounts have been recast due to Dominion's adoption of new accounting guidance for noncontrolling interests.
[2]Net of income tax expense (benefit) of ($3) million and $115 million in 2008 and 2007, respectively. The 2007 expense includes $76 million and $56 million for U.S. federal and Canadian taxes, respectively, related to the gain on the sale of the Canadian E&P operations
[3]Other comprehensive income for the year ended December 31, 2009 excludes a $20 million ($12 million after-tax) adjustment to AOCI representing the cumulative effect of the change in accounting principle related to the recognition and presentation of other-than-temporary impairments
[4]Reflects a $259 million ($158 million after-tax) extraordinary charge in connection with the reapplication of accounting guidance for cost-based regulation, to the Virginia jurisdiction of Virginia Power's generation operations.

1_Statement Of Income Alternati

Statement Of Income Alternative (Parenthetical) (USD $)
In Millions	12 Months Ended Dec. 31, 2009	12 Months Ended Dec. 31, 2008	12 Months Ended Dec. 31, 2007
Loss from discontinued operations, income tax expense (benefit)	$0	($3)	$115
Loss from discontinued operations, U.S. federal taxes related to the gain on the sale of the Canadian E&P operations	0	0	76
Loss from discontinued operations, Canadian taxes related to the gain on the sale of the Canadian E&P operations	0	0	56
Extraordinary charge, reapplication of guidance for accounting for the effects of certain types of regulation to the Virginia jurisdiction of Virginia Power's generation operations before tax	$0	$0	$259

Statement Of Financial Position

Statement Of Financial Position Classified (USD $)
In Millions	Dec. 31, 2009		Dec. 31, 2008
Current Assets
Cash and cash equivalents	$48		$66
Customer receivables (less allowance for doubtful accounts of $31 and $32)	2,050		2,354
Other receivables (less allowance for doubtful accounts of $14 and $7)	130		205
Inventories:
Materials and supplies	590		509
Fossil fuel	408		328
Gas stored	187		329
Derivative assets	1,128		1,497
Assets held for sale	1,018		1,416
Prepayments	405		163
Other	853		794
Total current assets	6,817		7,661
Investments
Nuclear decommissioning trust funds	2,625		2,246
Investment in equity method affiliates	595		726
Other	272		285
Total investments	3,492		3,257
Property, Plant and Equipment
Property, plant and equipment	39,036		35,448
Accumulated depreciation, depletion and amortization	(13,444)		(12,174)
Total property, plant and equipment, net	25,592		23,274
Deferred Charges and Other Assets
Goodwill	3,354		3,503
Pension and other postretirement benefit assets	702		514
Intangible assets	693		712
Regulatory assets	1,390		2,226
Other	514		906
Total deferred charges and other assets	6,653		7,861
Total assets	42,554		42,053
Current Liabilities
Securities due within one year	1,137		444
Short-term debt	1,295		2,030
Accounts payable	1,401		1,499
Accrued interest, payroll and taxes	676		754
Derivative liabilities	679		1,100
Liabilities held for sale	428		570
Margin deposit liabilities	114		406
Accrued dividends	0		260
Regulatory liabilities	536		20
Other	567		711
Total current liabilities	6,833		7,794
Long-Term Debt
Long-term debt	13,730		13,890
Junior subordinated notes payable to affiliates	268		268
Enhanced junior subordinated notes	1,483		798
Total long-term debt	15,481		14,956
Deferred Credits and Other Liabilities
Deferred income taxes and investment tax credits	4,244		4,137
Asset retirement obligations	1,605		1,802
Pension and other postretirement benefit liabilities	1,260		1,525
Regulatory liabilities	1,215		944
Other	474		561
Total deferred credits and other liabilities	8,798		8,969
Total liabilities	31,112		31,719
Commitments and Contingencies (see Note 23)
Subsidiary Preferred Stock Not Subject To Mandatory Redemption	257		257
Common Shareholders' Equity
Common stock-no par	6,525	[1]	5,994	[1]
Other paid-in capital	185		182
Retained earnings	4,686		4,170
Accumulated other comprehensive loss	(211)		(269)
Total common shareholders' equity	11,185		10,077
Total liabilities and shareholders' equity	$42,554		$42,053
[1]1 billion shares authorized; 599 million shares and 583 million shares outstanding at December 31, 2009 and 2008, respectively.

2_Statement Of Financial Positi

Statement Of Financial Position Classified (Parenthetical) (USD $)
In Millions, except Share data	Dec. 31, 2009	Dec. 31, 2008
Customer receivables, allowance for doubtful accounts	$31	$32
Other receivables, allowance for doubtful accounts	$14	$7
Common stock, shares authorized	1,000,000,000	1,000,000,000
Common stock, shares outstanding	599,000,000	583,000,000

Statement of Shareholders Equit

Statement of Shareholders Equity (USD $)
In Millions	Common Stock		Other Paid-In Capital	Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Noncontrolling interest	Total
Beginning Balance at Dec. 31, 2006	$11,250		$128	$1,960		($425)		$23	$12,936
Beginning Balance (in shares) at Dec. 31, 2006	698
Net income including noncontrolling interests				2,555	[4]			6	2,561	[1]
Stock awards and stock options exercised (net of change in unearned compensation) (in shares)	8
Stock awards and stock options exercised (net of change in unearned compensation)	251								251
Stock repurchase and retirement (in shares)	(129)
Stock repurchase and retirement	(5,768)								(5,768)
Tax benefit from stock awards and stock options exercised			46						46
Cumulative effect of change in accounting principle				(58)	[6]				(58)	[6]
Dividends and other adjustments			1	(947)					(946)
Other comprehensive income (loss), net of tax						413			413
Ending Balance (in shares) at Dec. 31, 2007	577
Ending Balance at Dec. 31, 2007	5,733		175	3,510		(12)		29	9,435
Net income including noncontrolling interests				1,851	[4]			(1)	1,850	[1]
Issuance of stock-employee and direct stock purchase plans (in shares)	4
Issuance of stock-employee and direct stock purchase plans	196								196
Stock awards and stock options exercised (net of change in unearned compensation) (in shares)	2
Stock awards and stock options exercised (net of change in unearned compensation)	65								65
Tax benefit from stock awards and stock options exercised			7						7
Cumulative effect of change in accounting principle				(2)	[6]				(2)	[6]
Deconsolidation of noncontrolling interest								(28)	(28)
Dividends and other adjustments				(1,189)	[2]				(1,189)
Other comprehensive income (loss), net of tax						(257)			(257)
Ending Balance (in shares) at Dec. 31, 2008	583
Ending Balance at Dec. 31, 2008	5,994		182	4,170		(269)		0	10,077
Net income including noncontrolling interests				1,304	[4]				1,304	[1],[5]
Issuance of stock-employee and direct stock purchase plans (in shares)	6
Issuance of stock-employee and direct stock purchase plans	212								212
Stock awards and stock options exercised (net of change in unearned compensation) (in shares)	2
Stock awards and stock options exercised (net of change in unearned compensation)	70								70
Other stock issuances (in shares)	8	[3]
Other stock issuances	249	[3]							249	[3]
Tax benefit from stock awards and stock options exercised			3						3
Cumulative effect of change in accounting principle				12	[6]	(12)	[6]		0	[6]
Dividends and other adjustments				(800)					(800)
Other comprehensive income (loss), net of tax						70			70	[5]
Ending Balance (in shares) at Dec. 31, 2009	599
Ending Balance at Dec. 31, 2009	$6,525		$185	$4,686		($211)		$0	$11,185
[1]As discussed in Note 3, 2008 and 2007 amounts have been recast due to Dominion's adoption of new accounting guidance for noncontrolling interests.
[2]Includes $256 million of accrued dividends due to the early declaration of the first quarter 2009 common dividend in December 2008.
[3]Includes at-the-market issuances and a debt for common stock exchange. See Note 20 for additional information.
[4]Includes net income attributable to Dominion before deduction for subsidiary preferred dividends.
[5]Other comprehensive income for the year ended December 31, 2009 excludes a $20 million ($12 million after-tax) adjustment to AOCI representing the cumulative effect of the change in accounting principle related to the recognition and presentation of other-than-temporary impairments
[6]See Note 3 for additional information.

3_Statement of Shareholders Equ

Statement of Shareholders Equity (Parenthetical) (USD $)
In Millions	12 Months Ended Dec. 31, 2009
Dividends, accrued dividends due to the early declaration of the first quarter 2009 common dividend in December 2008	$256

Statement Of Other Comprehensiv

Statement Of Other Comprehensive Income (USD $)
In Millions	12 Months Ended Dec. 31, 2009		12 Months Ended Dec. 31, 2008		12 Months Ended Dec. 31, 2007
Net income including noncontrolling interests	$1,304	[1],[3]	$1,850	[1]	$2,561	[1]
Other comprehensive income (loss), net of taxes:
Net deferred gains (losses) on derivatives-hedging activities, net of $(195), $(308) and $140 tax	323	[2]	497		(223)
Changes in unrealized net gains (losses) on investment securities, net of $(86), $175 and $75 tax	134	[2]	(264)		(110)
Changes in net unrecognized pension and other postretirement benefit costs, net of $(99), $421 and $(80) tax	136	[2]	(662)		164
Amounts reclassified to net income:
Net derivative (gains) losses-hedging activities, net of $336, $(33) and $(376) tax	(549)	[2]	52		603
Net realized losses on investment securities, net of $(1), $(77) and $(4) tax	2	[2]	111		8
Net pension and other postretirement benefit costs, net of $(19), $(8) and $(10) tax	24	[2]	9		21
Recognition of foreign currency translation gains upon sale of subsidiary	0	[2]	0		(50)
Total other comprehensive income (loss)	70	[2]	(257)		413
Comprehensive income including noncontrolling interests	1,374	[2]	1,593		2,974
Comprehensive income attributable to noncontrolling interests	17	[2]	16		22
Comprehensive income attributable to Dominion	$1,357	[2]	$1,577		$2,952
[1]As discussed in Note 3, 2008 and 2007 amounts have been recast due to Dominion's adoption of new accounting guidance for noncontrolling interests.
[2]Other comprehensive income for the year ended December 31, 2009 excludes a $20 million ($12 million after-tax) adjustment to AOCI representing the cumulative effect of the change in accounting principle related to the recognition and presentation of other-than-temporary impairments

4_Statement Of Other Comprehens

Statement Of Other Comprehensive Income (Parenthetical) (USD $)
In Millions	12 Months Ended Dec. 31, 2009		12 Months Ended Dec. 31, 2008	12 Months Ended Dec. 31, 2007
Net deferred gains (losses) on derivatives-hedging activities, tax	($195)	[1]	($308)	$140
Changes in unrealized net gains (losses) on investment securities, tax	(86)	[1]	175	75
Changes in net unrecognized pension and other postretirement benefit costs, tax	(99)	[1]	421	(80)
Net derivative (gains) losses-hedging activities, tax	336	[1]	(33)	(376)
Net realized losses on investment securities, tax	(1)	[1]	(77)	(4)
Net pension and other postretirement benefit costs, tax	(19)	[1]	(8)	(10)
Other comprehensive income, cumulative effect of the change in accounting principle related to the recognition and presentation of other-than-temporary impairments before tax	20	[1]	0	0
Other comprehensive income, cumulative effect of the change in accounting principle related to the recognition and presentation of other-than-temporary impairments after tax	$12	[1]	$0	$0
[1]Other comprehensive income for the year ended December 31, 2009 excludes a $20 million ($12 million after-tax) adjustment to AOCI representing the cumulative effect of the change in accounting principle related to the recognition and presentation of other-than-temporary impairments

Statement Of Cash Flows Indirec

Statement Of Cash Flows Indirect (USD $)
In Millions	12 Months Ended Dec. 31, 2009		12 Months Ended Dec. 31, 2008		12 Months Ended Dec. 31, 2007
Operating Activities
Net income including noncontrolling interests	$1,304	[2],[4]	$1,850	[2]	$2,561	[2]
Adjustments to reconcile net income to net cash from operating activities:
Impairment of merchant generation assets	0		0		387
Impairment of gas and oil properties	455		0		0
Proposed rate settlement	794		0		0
Revision to asset retirement obligation	(103)		0		0
Costs associated with early retirement of debt	0		0		242
Gain on sale of non-Appalachian E&P business	0		42		(3,826)
Extraordinary item, net of income taxes	0	[4]	0	[4]	158	[4]
Charges related to termination of VPP agreements	0		0		139
Net change in realized and unrealized derivative (gains) losses	14		169		(245)
Depreciation, depletion and amortization	1,319		1,191		1,533
Deferred income taxes and investment tax credits, net	(494)		269		(1,285)
Other adjustments	(34)		132		85
Changes in:
Accounts receivable	458		(222)		294
Inventories	(10)		(116)		52
Prepayments	(234)		222		(142)
Deferred fuel and purchased gas costs, net	802		(532)		(349)
Accounts payable	(156)		(268)		(190)
Accrued interest, payroll and taxes	(81)		(177)		159
Margin deposit assets and liabilities	(273)		210		63
Other operating assets and liabilities	25		(94)		134
Net cash provided by (used in) operating activities	3,786		2,676		(230)
Investing Activities
Plant construction and other property additions	(3,665)		(3,315)		(2,177)
Additions to gas and oil properties, including acquisitions	(172)		(239)		(1,795)
Proceeds from assignment of natural gas drilling rights	0		343		0
Proceeds from sale of merchant generation peaking facilities	0		0		339
Proceeds from sale of non-Appalachian E&P business	0		(21)		13,877
Proceeds from sales of securities and loan receivable collections and payoffs	1,478		1,394		1,285
Purchases of securities and loan receivable originations	(1,511)		(1,355)		(1,355)
Investment in affiliates and partnerships	(43)		(376)		(72)
Distributions from affiliates and partnerships	174		18		31
Other	44		61		59
Net cash provided by (used in) investing activities	(3,695)		(3,490)		10,192
Financing Activities
Issuance (repayment) of short-term debt, net	(735)		273		(575)
Issuance of long-term debt	1,695		3,290		2,675
Repayment of long-term debt, including redemption premiums	(447)		(1,842)		(5,012)
Repayment of affiliated notes payable	0		(412)		(440)
Issuance of common stock	456		240		226
Repurchase of common stock	0		0		(5,768)
Common dividend payments	(1,039)		(916)		(931)
Subsidiary preferred dividend payments	(17)	[2]	(17)	[2]	(16)	[2]
Other	(25)		(18)		24
Net cash provided by (used in) financing activities	(112)		598		(9,817)
Increase (decrease) in cash and cash equivalents	(21)		(216)		145
Cash and cash equivalents at beginning of year	71	[1]	287	[1]	142
Cash and cash equivalents at end of year	50	[1]	71	[1]	287	[1]
Cash paid during the year for:
Interest and related charges, excluding capitalized amounts	890	[2]	841	[2]	1,005	[2]
Income taxes	1,480		413		3,155
Significant noncash investing and financing activities:
Accrued capital expenditures	240		194		58
Debt for equity exchange	56		0		0
Accrued common and preferred dividends	$0		$260		$0
[1]2009, 2008 and 2007 amounts include $2 million, $5 million and $4 million, respectively, of cash classified as held for sale in Dominion's Consolidated Balance Sheets.
[2]As discussed in Note 3, 2008 and 2007 amounts have been recast due to Dominion's adoption of new accounting guidance for noncontrolling interests.
[3]Other comprehensive income for the year ended December 31, 2009 excludes a $20 million ($12 million after-tax) adjustment to AOCI representing the cumulative effect of the change in accounting principle related to the recognition and presentation of other-than-temporary impairments
[4]Reflects a $259 million ($158 million after-tax) extraordinary charge in connection with the reapplication of accounting guidance for cost-based regulation, to the Virginia jurisdiction of Virginia Power's generation operations.

5_Statement Of Cash Flows Indir

Statement Of Cash Flows Indirect (Parenthetical) (USD $)
In Millions	12 Months Ended Dec. 31, 2009	12 Months Ended Dec. 31, 2008	12 Months Ended Dec. 31, 2007
Cash classified as held for sale in Dominion's Consolidated Balance Sheets	$2	$5	$4

NATURE OF OPERATIONS

NATURE OF OPERATIONS
	12 Months Ended Dec. 31, 2009 USD / shares
NATURE OF OPERATIONS	NOTE 1. NATURE OF OPERATIONS Dominion, headquartered in Richmond, Virginia, is one of the nations largest producers and transporters of energy. Dominions 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. Virginia Power is a member of PJM, an RTO, and its electric transmission facilities are integrated into the PJM wholesale electricity markets. All of Virginia Powers common stock is owned by Dominion. Dominions operations also include a regulated interstate natural gas transmission pipeline and underground storage system in the Northeast, mid-Atlantic and Midwest states, an LNG import and storage facility in Maryland and regulated gas transportation and distribution operations in Ohio, Pennsylvania and West Virginia. As discussed in Note 4, Dominion completed the sale of its Pennsylvania gas distribution operations in February 2010. Dominions nonregulated operations include merchant generation, energy marketing and price risk management activities, retail energy marketing operations and natural gas and oil exploration and production in the Appalachian basin of the U.S. Dominion manages its daily operations through three primary operating segments: DVP, Dominion Generation and Dominion Energy. In addition, Dominion reports a Corporate and Other segment that includes its corporate, service company and other functions and the net impact of certain operations disposed of or to be disposed of, which are discussed in Note 4. Corporate and Other also includes specific items attributable to Dominions operating segments that are not included in profit measures evaluated by executive management in assessing the segments performance or in allocating resources among the segments. Prior to the fourth quarter of 2009, Hope was included in Dominions Corporate and Other segment and its assets and liabilities were classified as held for sale. During the fourth quarter of 2009, following Dominions decision to retain this subsidiary, Hope was transferred to the Dominion Energy operating segment and its assets and liabilities were reclassified from held for sale. Virginia Power manages its daily operations through two primary operating segments: DVP and Dominion Generation. It also reports a Corporate and Other segment that primarily includes specific items attributable to its operating segments that are not included in profit measures evaluated by executive management in assessing the segments performance or allocating resources among the segments. See Note 27 for further discussion of Dominions and Virginia Powers operating segments. The term Dominion is used throughout this report and, depending on the context of its use, may represent any of the following: the legal entity, Dominion Resources, Inc., one or more of Dominion Resources, Inc.s consolidated subsidiaries (other than Virginia Power) or operating segments, or the entirety of Dominion Resources, Inc. and its consolidated subsidiaries. The term Virginia Power is used throughout this report and, depending on the context of

SIGNIFICANT ACCOUNTING POLICIES

SIGNIFICANT ACCOUNTING POLICIES
	12 Months Ended Dec. 31, 2009 USD / shares
SIGNIFICANT ACCOUNTING POLICIES	NOTE 2. SIGNIFICANT ACCOUNTING POLICIES General Dominion and Virginia Power make certain estimates and assumptions in preparing their Consolidated Financial Statements in accordance with GAAP. These estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses for the periods presented. Actual results may differ from those estimates. Dominions and Virginia Powers Consolidated Financial Statements include, after eliminating intercompany transactions and balances, the accounts of their respective majority-owned subsidiaries. Dominion and Virginia Power report certain contracts and instruments at fair value. See Note 7 for further information on fair value measurements. Certain amounts in the 2008 and 2007 Consolidated Financial Statements and footnotes have been recast to conform to the 2009 presentation. Amounts disclosed for Dominion are inclusive of Virginia Power, where applicable. Accounting for the Effects of Certain Types of Regulation In March 1999, Virginia Power discontinued the application of accounting guidance for cost-based regulation for the majority of its generation operations upon the enactment of deregulation legislation in Virginia. Virginia Powers electric utility transmission and distribution operations continued to apply this guidance since they remained subject to cost-of-service rate regulation. In April 2007, the Virginia General Assembly passed legislation that returned the Virginia jurisdiction of Virginia Powers generation operations to cost-of-service rate regulation. As a result, Virginia Power reapplied accounting guidance for cost-based regulation to those operations in April 2007, when the legislation was enacted. In connection with the reapplication of this guidance to these operations, Virginia Power prospectively changed certain of its accounting policies to those used by cost-of-service rate-regulated entities. Other than the items discussed below, the overall impact of these changes was not material to Virginia Powers results of operations or financial condition in 2007. These policy changes are discussed further in Derivative Instruments, Investments, Property, Plant and Equipment and Asset Retirement Obligations. Operating Revenue Operating revenue is recorded on the basis of services rendered, commodities delivered or contracts settled and includes amounts yet to be billed to customers. The Companies collect sales, consumption and consumer utility taxes; however, these amounts are excluded from revenue. Dominions customer receivables at December31, 2009 and 2008 included $409 million and $401 million, respectively, of accrued unbilled revenue based on estimated amounts of electricity or natural gas delivered but not yet billed to its utility customers. Virginia Powers customer receivables at December31, 2009 and 2008 included $355 million and $341 million, respectively, of accrued unbilled revenue based on estimated amounts of electricity delivered but not yet billed to its customers. The primary types of sales a

NEWLY ADOPTED ACCOUNTING STANDA

NEWLY ADOPTED ACCOUNTING STANDARDS
	12 Months Ended Dec. 31, 2009 USD / shares
NEWLY ADOPTED ACCOUNTING STANDARDS	NOTE 3. NEWLY ADOPTED ACCOUNTING STANDARDS 2009 NONCONTROLLING INTERESTS IN CONSOLIDATED FINANCIAL STATEMENTS Effective January1, 2009, Dominion adopted new accounting guidance for noncontrolling interests that requires retrospective application of presentation and disclosure changes including that noncontrolling interests be reported as a component of equity and that net income attributable to the parent and noncontrolling interests be separately identified in the income statement. As discussed in Note 25, Dominion previously consolidated an investment in the subordinated notes of a third-party CDO entity held by DCI, which was deconsolidated as of March31, 2008. The noncontrolling interest income from the CDO entity was previously reported in minority interest in Dominions Consolidated Statements of Income and in operating activities in its Consolidated Statements of Cash Flows. Dominions subsidiary preferred dividends were previously included in interest and related charges in its Consolidated Statements of Income and in operating activities in its Consolidated Statements of Cash Flows. Due to the application of new accounting guidance for noncontrolling interests, Dominion now reflects its interest in the previously held CDO entitys income and its subsidiary preferred dividends as an adjustment (noncontrolling interests) to arrive at net income attributable to Dominion in its Consolidated Statements of Income and reflects its subsidiary preferred dividends in financing activities in its Consolidated Statements of Cash Flows. Since Dominions subsidiary preferred stock does not qualify as permanent equity, Dominion continues to report these amounts as mezzanine equity in its Consolidated Balance Sheets. RECOGNITION AND PRESENTATION OF OTHER-THAN-TEMPORARY IMPAIRMENTS The FASB amended its guidance for the recognition and presentation of other-than-temporary impairments, which Dominion and Virginia Power adopted effective April1, 2009. The recognition provisions of this guidance apply only to debt securities classified as available-for-sale or held-to-maturity, while the presentation and disclosure requirements apply to both debt and equity securities. Prior to the adoption of this guidance, as described in Note 2, the Companies considered all debt securities held by their nuclear decommissioning trusts with market values below their cost bases to be other-than-temporarily impaired as they did not have the ability to ensure the investments were held through the anticipated recovery period. Upon the adoption of this guidance for debt investments held at April1, 2009, Dominion recorded a $20 million ($12 million after-tax) and Virginia Power recorded a $3 million ($2 million after-tax) cumulative effect of a change in accounting principle to reclassify the non-credit related portion of previously recognized other-than-temporary impairments from retained earnings to AOCI, reflecting the fixed-income investment managers intent and ability to hold the debt securities until the amortized cost bases are recovered. SEC FINAL RULE, MODERNIZATION OF OIL AND GAS REPORTING Effective December31, 2009, Dominion adopted the SEC Final

DISPOSITIONS

DISPOSITIONS
	12 Months Ended Dec. 31, 2009 USD / shares
DISPOSITIONS	NOTE 4. DISPOSITIONS Sale of Non-Appalachian Natural Gas and Oil EP Operations and Assets In 2007, Dominion completed the sale of its non-Appalachian natural gas and oil EP operations and received approximately $13.3 billion for its U.S. non-Appalachian EP operations and approximately $624 million for its Canadian EP operations. Due to the sale of Dominions entire Canadian cost pool, the results of operations for Dominions Canadian EP business are reported as discontinued operations in the Consolidated Statements of Income. The results of operations for Dominions U.S. non-Appalachian EP business were not reported as discontinued operations in the Consolidated Statements of Income since Dominion did not sell its entire U.S. cost pool, which includes the retained Appalachian assets. Dominion used most of the after-tax proceeds from these dispositions to reduce outstanding debt and repurchase shares of its common stock. CANADIAN OPERATIONS The sale of Dominions Canadian EP operations resulted in an after-tax gain of $59 million ($0.08 per share). The following table presents selected information regarding the results of operations of Dominions Canadian EP operations, which are reported as discontinued operations in the Consolidated Statements of Income: Year Ended December31, 2008 2007 (millions) Operating revenue $ $ 67 Income (loss) before income taxes (5 )(1) 145 (2) (1) Amount reflects the net effect of contractual post-closing adjustments to the sale. (2) Amount includes a pre-tax gain of $191 million recognized on the sale. Combined Notes to Consolidated Financial Statements, Continued COSTS ASSOCIATED WITH DISPOSAL OF NON-APPALACHIAN EP OPERATIONS The sales of Dominions U.S. non-Appalachian EP operations resulted in the discontinuance of hedge accounting for certain cash flow hedges since it became probable that the forecasted sales of gas and oil would not occur. In connection with the discontinuance of hedge accounting for these contracts, Dominion recognized charges, recorded in operating revenue in the Consolidated Statement of Income, predominantly reflecting the reclassification of losses from AOCI to earnings and subsequent changes in fair value of these contracts of $541 million ($342 million after-tax) in 2007. Dominion terminated these gas and oil derivatives subsequent to the disposal of the non-Appalachian EP business. Dominion recognized a similar charge of $15 million ($9 million after-tax) in 2007 related to its Canadian operations, which is reflected in discontinued operations in the Consolidated Statement of Income. During 2007, Dominion also recorded a charge in operating revenue in the Consolidated Statement of Income of approximately $171 million ($108 million after-tax) for the recognition of certain forward gas contracts that previously qualified for the normal purchase and sales exemption. The $171 million charge included $139 million associated with VPP agreements to which Dominion was a party. Dominion paid $250 million to terminate the VPP agreements and retained the VPP royalty interests formerly associ

OPERATING REVENUE

OPERATING REVENUE
	12 Months Ended Dec. 31, 2009 USD / shares
OPERATING REVENUE	NOTE 5. OPERATING REVENUE Dominions and Virginia Powers operating revenue consists of the following: Year Ended December31, 2009 2008 2007 (millions) Dominion Electric sales: Regulated $ 6,477 $ 6,797 $ 6,044 Nonregulated 3,802 3,543 2,873 Gas sales: Regulated 829 1,307 1,174 Nonregulated 2,259 3,020 2,878 Gas transportation and storage 1,328 1,134 1,031 Other 436 489 816 Total operating revenue $ 15,131 $ 16,290 $ 14,816 Virginia Power Regulated electric sales $ 6,477 $ 6,797 $ 6,044 Other 107 137 137 Total operating revenue $ 6,584 $ 6,934 $ 6,181

INCOME TAXES

INCOME TAXES
	12 Months Ended Dec. 31, 2009 USD / shares
INCOME TAXES	NOTE 6. INCOME TAXES Judgment and the use of estimates are required in developing the provision for income taxes and reporting of tax-related assets and liabilities. The interpretation of tax laws involves uncertainty, since tax authorities may interpret the laws differently. Dominion and Virginia Power are routinely audited by federal and state tax authorities. Ultimate resolution of income tax matters may result in favorable or unfavorable impacts to net income and cash flows, and adjustments to tax-related assets and liabilities could be material. The American Recovery and Reinvestment Act of 2009 includes provisions to stimulate economic growth, including incentives for increased capital investment by businesses and incentives to promote renewable energy. Under the act, Dominion and Virginia Power have claimed bonus tax depreciation in 2009 for qualifying expenditures, which reduced their income taxes payable and increased deferred tax liabilities. Details of income tax expense for continuing operations including noncontrolling interests were as follows: Dominion Virginia Power Year Ended December31, 2009 2008 2007 2009 2008 2007 (millions) Current: Federal $ 971 $ 494 $ 2,875 $ 465 $ 158 $ 152 State 135 116 217 91 37 (37 ) Total current 1,106 610 3,092 556 195 115 Deferred: Federal (429 ) 281 (1,283 ) (339 ) 279 163 State (63 ) (7 ) (15 ) (69 ) 30 103 Total deferred (492 ) 274 (1,298 ) (408 ) 309 266 Amortization of deferred investment tax credits (2 ) (5 ) (11 ) (1 ) (4 ) (10 ) Total income tax expense $ 612 $ 879 $ 1,783 $ 147 $ 500 $ 371 For continuing operations including noncontrolling interests, the statutory U.S. federal income tax rate reconciles to Dominions and Virginia Powers effective income tax rate as follows: Dominion Virginia Power Year Ended December31, 2009 2008 2007 2009 2008 2007 U.S. statutory rate 35.0 % 35.0 % 35.0 % 35.0 % 35.0 % 35.0 % Increases (reductions) resulting from: Goodwillsale of U.S. non-Appalachian EP business 5.6 Reversal of deferred taxesstock of subsidiaries held for sale (5.0 ) (0.2 ) State taxes, net of federal benefit 2.9 2.7 3.1 2.8 3.2 4.4 Valuation allowances (0.4 ) 0.4 (2.8 ) Domestic production activities deduction (2.9 ) (0.5 ) (0.5 ) (4.5 ) (0.5 ) (0.2 ) Investment and production tax credits (1.4 ) (0.1 ) (0.2 ) (0.1 ) (0.1 ) Amortization of investment tax credits (0.1 ) (0.2 ) (0.2 ) (0.2

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS
	12 Months Ended Dec. 31, 2009 USD / shares
FAIR VALUE MEASUREMENTS	NOTE 7. FAIR VALUE MEASUREMENTS As described in Note 3, Dominion and Virginia Power adopted new FASB guidance for fair value measurements effective January1, 2008. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (exit price) in an orderly transaction between market participants at the measurement date. However, the use of a mid-market pricing convention (the mid-point between bid and ask prices) is permitted. Fair values are based on assumptions that market participants would use when pricing an asset or liability, including assumptions about risk and the risks inherent in valuation techniques and the inputs to valuations. This includes not only the credit standing of counterparties involved and the impact of credit enhancements but also the impact of Dominions and Virginia Powers own nonperformance risk on their liabilities. Fair value measurements assume that the transaction occurs in the principal market for the asset or liability (the market with the most volume and activity for the asset or liability from the perspective of the reporting entity), or in the absence of a principal market, the most advantageous market for the asset or liability (the market in which the reporting entity would be able to maximize the amount received or minimize the amount paid). Dominion and Virginia Power apply fair value measurements to certain assets and liabilities including commodity and interest rate derivative instruments, and nuclear decommissioning trust and other investments including those held in Dominions rabbi, pension and other postretirement benefit plan trusts, in accordance with the requirements described above. The Companies apply credit adjustments to their derivative fair values in accordance with the requirements described above. These credit adjustments are currently not material to the derivative fair values. The Companies maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Fair value is based on actively-quoted market prices, if available. In the absence of actively-quoted market prices, they seek price information from external sources, including broker quotes and industry publications. When evaluating pricing information provided by brokers and other pricing services, they consider whether the broker is willing and able to trade at the quoted price, if the broker quotes are based on an active market or an inactive market and the extent to which brokers are utilizing a particular model if pricing is not readily available. If pricing information from external sources is not available, or if the Companies believe that observable pricing is not indicative of fair value, judgment is required to develop the estimates of fair value. In those cases they must estimate prices based on available historical and near-term future price information and certain statistical methods, including regression analysis, that reflect their market assumptions. For options and contracts with option-like characteristics where observable pricing information is not available from external sources, the Companies generally use a modified B

DERIVATIVES AND HEDGE ACCOUNTIN

DERIVATIVES AND HEDGE ACCOUNTING ACTIVITIES
	12 Months Ended Dec. 31, 2009 USD / shares
DERIVATIVES AND HEDGE ACCOUNTING ACTIVITIES	NOTE 8. DERIVATIVES AND HEDGE ACCOUNTING ACTIVITIES Dominion and Virginia Power are exposed to the impact of market fluctuations in the price of electricity, natural gas and other energy-related products marketed and purchased, as well as currency exchange and interest rate risks of their business operations. They use derivative instruments to manage exposure to these risks and designate certain derivative instruments as fair value or cash flow hedges for accounting purposes. As discussed in Note 2, for jurisdictions subject to cost-based regulation, changes in the fair value of derivatives designated as hedges are deferred as regulatory assets or regulatory liabilities until the related transactions impact earnings. See Note 7 for further information about fair value measurements and associated valuation methods for derivatives. DOMINION The following table presents the volume of Dominions derivative activity as of December31, 2009. These volumes are based on open derivative positions and represent the combined absolute value of their long and short positions, except in the case of offsetting deals, for which they represent the absolute value of the net volume of their long and short positions. Current Noncurrent Natural Gas (bcf): Fixed price(1) 662.0 174.8 Basis 1,157.7 466.9 Electricity (MWh): Fixed price(1) 21,329,846 7,520,611 FTRs 45,920,205 3,541,577 Capacity (MW) 1,184,612 5,203,100 Liquids (gallons)(2) 160,860,000 134,064,000 Interest rate $ 1,650,000,000 $ 825,000,000 Foreign currency (euros) 24,665,541 (1) Includes options. (2) Includes NGLs and oil. Combined Notes to Consolidated Financial Statements, Continued Selected information about Dominions hedge accounting activities follows: Year Ended December 31, 2009 2008 2007 (millions) Portion of gains (losses) on hedging instruments determined to be ineffective and included in net income: Fair value hedges(1) $ (4 ) $ (6 ) $ 6 Cash flow hedges(2) (4 ) 50 Net ineffectiveness $ (4 ) $ (10 ) $ 56 Gains (losses) attributable to changes in the time value of options and changes in the differences between spot prices and forward prices and excluded from the assessment of effectiveness(3): Fair value hedges(4) $ 23 $ 11 $ 12 Total $ 19 $ 1 $ 68 (1) For the year ended December 31, 2009, includes $(5) million recorded in purchased gas and $1 million recorded in operating revenue in Dominions Consolidated Statements of Income. (2) For 2007, represents hedge ineffectiveness, primarily due to changes in the fair value differential between the delivery location and commodity specifications of derivatives held by Dominions EP operations and the delivery location and commodity specifications of its forecasted gas and oil sales. (3) Amounts excluded from the measurement of ineffectiveness related to cash flow hedges fo

EARNINGS PER SHARE

EARNINGS PER SHARE
	12 Months Ended Dec. 31, 2009 USD / shares
EARNINGS PER SHARE	NOTE 9. EARNINGS PER SHARE The following table presents the calculation of Dominions basic and diluted EPS: 2009 2008 2007 (millions, except EPS) Net income attributable to Dominion $ 1,287 $ 1,834 $ 2,539 Average shares of common stock outstanding Basic 593.3 577.8 650.8 Net effect of potentially dilutive securities(1) 0.4 3.0 4.4 Average shares of common stock outstanding Diluted 593.7 580.8 655.2 Earnings Per Common Share Basic $ 2.17 $ 3.17 $ 3.90 Earnings Per Common Share Diluted $ 2.17 $ 3.16 $ 3.88 (1) Potentially dilutive securities consist of options, goal-based stock and contingently convertible senior notes. Potentially dilutive securities with the right to acquire approximately 1.2million common shares for the year ended December31, 2009 were not included in the calculation of diluted EPS because the exercise or purchase prices of those instruments were greater than the average market price of Dominions common shares. There were no potentially dilutive securities excluded from the calculation of diluted EPS for the years ended December31, 2008 or 2007.

INVESTMENTS

INVESTMENTS
	12 Months Ended Dec. 31, 2009 USD / shares
INVESTMENTS	NOTE 10. INVESTMENTS DOMINION Equity and Debt Securities RABBI TRUST SECURITIES Marketable equity and debt securities and cash equivalents held in Dominions rabbi trusts and classified as trading totaled $96 million and $95 million at December 31, 2009 and 2008, respectively. Cost-method investments held in Dominions rabbi trusts totaled $17 million and $21 million at December 31, 2009 and 2008, respectively. DECOMMISSIONING TRUST SECURITIES Dominion holds marketable equity and debt securities and cash equivalents (classified as available-for-sale) and cost method investments in nuclear decommissioning trust funds to fund future decommissioning costs for its nuclear plants. Dominions decommissioning trust funds are summarized below. Amortized Cost Total Unrealized Gains(1) Total Unrealized Losses(1) Fair Value (millions) 2009 Marketable equity securities $ 1,191 $ 338 $ $ 1,529 Marketable debt securities: Corporate bonds 241 13 (1 ) 253 U.S. Treasury securities and agency debentures 281 13 (1 ) 293 State and municipal 371 21 (3 ) 389 Other 4 4 Cost method investments 97 97 Cash equivalents and other(2) 60 60 Total $ 2,245 $ 385 $ (5 )(3) $ 2,625 2008 Marketable equity securities $ 1,022 $ 26 $ $ 1,048 Marketable debt securities: Corporate bonds 238 11 249 U.S. Treasury securities and agency debentures 371 16 387 State and municipal 386 14 400 Other 6 1 7 Cost method investments 108 108 Cash equivalents and other(2) 47 47 Total $ 2,178 $ 68 $ $ 2,246 (1) Included in AOCI and the decommissioning trust regulatory liability as discussed in Note 2. (2) Includes net assets related to the pending sales and purchases of securities of $11 million and $8 million at December 31, 2009 and 2008, respectively. (3) The fair value of securities in an unrealized loss position was $169 million at December 31, 2009. The fair value of Dominions marketable debt securities at December 31, 2009 by contractual maturity is as follows: Amount (millions) Due in one year or less $ 58 Due after one year through five years 267 Due after five years through ten years 290 Due after ten years 324 Total $ 939 Combined Notes to Consolidated Financial Statements, Continued Presented below is selected information regarding Dominions marketable equity and debt securities. Year Ended December 31, 2009 2008 2007 (millions) Trading securities: Net unrealized gain (loss) $ 11 $ (26 ) $ (3 ) Available-for-sale securities: Proceeds from sales(1) 1,478 916 916 R

PROPERTY, PLANT AND EQUIPMENT

PROPERTY, PLANT AND EQUIPMENT
	12 Months Ended Dec. 31, 2009 USD / shares
PROPERTY, PLANT AND EQUIPMENT	NOTE 11. PROPERTY, PLANT AND EQUIPMENT Major classes of property, plant and equipment and their respective balances for the Companies are as follows: At December31, 2009 2008 (millions) Dominion Utility: Generation $ 11,105 $ 10,949 Transmission 5,003 4,274 Distribution 9,415 8,750 Storage 1,837 1,195 Nuclear fuel 994 943 Gas gathering and processing 492 443 General and other 737 702 Otherincluding plant under construction 3,110 2,403 Total utility 32,693 29,659 Nonutility: Proved EP properties being amortized 1,904 1,726 Unproved EP properties not being amortized 8 11 Merchant generationnuclear 1,107 1,124 Merchant generationother 1,657 1,609 Nuclear fuel 720 583 Otherincluding plant under construction 947 736 Total nonutility 6,343 5,789 Total property, plant and equipment $ 39,036 $ 35,448 Virginia Power Utility: Generation $ 11,105 $ 10,949 Transmission 2,511 2,116 Distribution 7,568 7,250 Nuclear fuel 994 943 General and other 591 562 Otherincluding plant under construction 2,866 1,648 Total utility 25,635 23,468 Nonutilityother 8 8 Total property, plant and equipment $ 25,643 $ 23,476 Following the sale of Dominions non-Appalachian EP operations, costs of unproved properties capitalized under the full cost method of accounting that were excluded from amortization at December31, 2009 and 2008 were not material. There were no significant properties under development, as defined by the SEC, excluded from amortization at December31, 2009 and 2008. As gas and oil reserves are proved through drilling or as properties are deemed to be impaired, excluded costs and any related reserves are transferred on an ongoing, well-by-well basis into the amortization calculation. Amortization rates for capitalized costs under the full cost method of accounting for Dominions U.S. and Canadian cost centers were as follows: Year Ended December31, 2009 2008 2007 (Per mcf equivalent) U.S. cost center $ 1.50 $ 1.93 $ 1.90 Canadian cost center(1) 1.89 (1) Reflects the amortization rate for capitalized costs for Dominions Canadian cost center as of June 2007. As a result of the sale of Dominions Canadian EP operations in June 2007, it discontinued the amortization of capitalized unproved property costs for the Canadian cost center. Combined Notes to Consolidated Financial Statements, Continued Volumetric Production Payment Transactions Dominion previously entered into VPP transactions in 2005, 2004 and 2003 for approximately 76 bcf for the period March 2005 through February 2009, 83 bcf for the period May 2004 through April 2008 and 66 bcf for the period August 2003 through July 2007, respectively. Cash proceeds received from th

GOODWILL AND INTANGIBLE ASSETS

GOODWILL AND INTANGIBLE ASSETS
	12 Months Ended Dec. 31, 2009 USD / shares
GOODWILL AND INTANGIBLE ASSETS	NOTE 12. GOODWILL AND INTANGIBLE ASSETS Goodwill The changes in Dominions carrying amount and segment allocation of goodwill are presented below: Dominion Generation Dominion Energy DVP Corporate and Other Total (millions) Balance at December31, 2007(1) $ 1,455 $ 861 $ 1,084 $ 96 $ 3,496 Acquisition of business 7 7 Balance at December31, 2008(1) 1,455 861 1,091 96 3,503 Reallocation due to segment realignment 15 (15 ) Business acquisition adjustment (117 ) (30 ) (2 ) (149 ) Balance at December31, 2009(1) $ 1,338 $ 846 $ 1,091 $ 79 $ 3,354 (1) Goodwill amounts do not contain any accumulated impairment losses. Other Intangible Assets Dominions and Virginia Powers other intangible assets are subject to amortization over their estimated useful lives. Dominions amortization expense for intangible assets was $155 million, $95 million and $115 million for 2009, 2008 and 2007, respectively. In 2009, Dominion acquired $196 million of intangible assets, primarily representing software and emissions allowances, with estimated weighted-average amortization periods of approximately 6 years and 1 year, respectively. Amortization expense for Virginia Powers intangible assets was $26 million, $28 million, and $46 million for 2009, 2008 and 2007, respectively. In 2009, Virginia Power acquired $22 million of intangible assets, primarily representing software, with an estimated weighted-average amortization period of 5 years. The components of intangible assets are as follows: At December31, 2009 2008 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization (millions) Dominion Software and software licenses $ 657 $ 325 $ 623 $ 306 Emissions allowances 229 74 182 30 Other 237 31 276 33 Total $ 1,123 $ 430 $ 1,081 $ 369 Virginia Power Software and software licenses $ 265 $ 149 $ 261 $ 157 Emissions allowances 68 5 72 4 Other 53 15 51 13 Total $ 386 $ 169 $ 384 $ 174 Annual amortization expense for these intangible assets is estimated to be as follows: 2010 2011 2012 2013 2014 (millions) Dominion $ 125 $ 72 $ 53 $ 43 $ 30 Virginia Power $ 37 $ 24 $ 18 $ 12 $ 8

REGULATORY ASSETS AND LIABILITI

REGULATORY ASSETS AND LIABILITIES
	12 Months Ended Dec. 31, 2009 USD / shares
REGULATORY ASSETS AND LIABILITIES	NOTE 13. REGULATORY ASSETS AND LIABILITIES Regulatory assets and liabilities include the following: At December31, 2009 2008 (millions) Dominion Regulatory assets: Uncovered gas costs(1) $ 52 $ 107 Deferred cost of fuel used in electric generation(2) 41 133 Virginia sales taxes(3) 34 Derivatives(4) 8 79 Other 35 21 Regulatory assetscurrent(5) 170 340 Unrecognized pension and other postretirement benefit costs(6) 968 1,090 PIPP(7) 143 131 Income taxes recoverable through future rates(8) 75 35 Deferred transmission costs(9) 61 Other postretirement benefit costs(10) 36 38 Deferred cost of fuel used in electric generation(2) 676 RTO start-up costs and administrative fees(11) 135 Other 107 121 Regulatory assetsnon-current 1,390 2,226 Total regulatory assets $ 1,560 $ 2,566 Regulatory liabilities: Provision for rate proceedings(12) $ 473 $ Other 63 20 Regulatory liabilitiescurrent 536 20 Provision for future cost of removal and AROs(13) 766 688 Decommissioning trust(14) 324 213 Derivatives(4) 105 37 Other 20 6 Regulatory liabilitiesnon-current 1,215 944 Total regulatory liabilities $ 1,751 $ 964 Virginia Power Regulatory assets: Deferred cost of fuel used in electric generation(2) $ 41 $ 133 Virginia sales taxes(3) 34 Derivatives(4) 8 79 Other 33 Regulatory assetscurrent 116 212 Income taxes recoverable through future rates(8) 67 35 Deferred transmission costs(9) 61 Deferred cost of fuel used in electric generation(2) 676 RTO start-up costs and administrative fees(11) 122 Other 72 88 Regulatory assetsnon-current 200 921 Total regulatory assets $ 316 $ 1,133 Regulatory liabilities: Provision for rate proceedings(12) $ 473 $ Derivatives(4) 18 20 Regulatory liabilitiescurrent 491 20 Provision for future cost of removal(13) 562 506 Decommissioning trust(14) 324 213 Derivatives(4) 105 37 Other 4 4 Regulatory liabilitiesnon-current 995 760 Total regulatory liabilities $ 1,486 $ 780 (1) Primarily reflects prior period unrecovered gas costs at Dominions regulated gas operations, which are recovered through quarterly filings with the Ohio Commission. (2) Primarily reflects deferred fuel expenses for the Virginia jurisdiction of Virginia Powers generation operations. See Note 14 for more information. (3) Amounts to be recovered through a surcharge to reimburse Virginia Power for incremental sales taxes being incurred due to the repeal of the public service company sales tax e

REGULATORY MATTERS

REGULATORY MATTERS
	12 Months Ended Dec. 31, 2009 USD / shares
REGULATORY MATTERS	NOTE 14. REGULATORY MATTERS The following is a discussion of Dominions and Virginia Powers pending regulatory matters. Electric Regulation in Virginia In March 2009, Virginia Power filed with the Virginia Commission, pursuant to the Regulation Act, a petition to recover from Virginia jurisdictional customers an annual net increase of approximately $78 million in costs related to FERC-approved transmission charges and PJM demand response programs. This amount also included a portion of the RTO start-up costs and administrative fees discussed further in Federal Regulation. In a final order in June 2009, the Virginia Commission approved recovery of approximately $218 million through Rider T, which includes approximately $150 million of transmission-related costs that were traditionally incorporated in base rates, plus an incremental increase of approximately $68 million. The Virginia Commission also ruled that approximately $10 million that the Company had proposed to collect in Rider T would be more appropriately recovered through base rates, and those costs have been incorporated into the Companys revised base rate filing that was submitted in July 2009. Rider T became effective on September1, 2009 and increased a typical 1,000 kWh Virginia jurisdictional residential customers bill by approximately $1.11 per month. Virginia Power also has filed with the Virginia Commission an application for approval and cost recovery of eleven DSM programs, including one peak-shaving program and ten energy efficiency programs. Virginia Power plans to use DSM, along with its traditional and renewable supply-side resources, to meetits projected load growth over the next 15 years. The DSM programs provide the first steps toward achieving Virginias goal of reducing, by 2022, the electric energy consumption of the Companys retail customers by ten percent of what was consumed in 2006. In February 2010, the Virginia Commission concluded an evidentiary hearing to consider the DSM programs and the related recovery. The Company has requested approval of two rate adjustment clauses for the associated cost recovery to be effective April1, 2010. Specifically, the two rate adjustment clauses for recovery from Virginia jurisdictional customers represent an annual net increase in costs of approximately $48 million for the period April1, 2010 to March31, 2011. If approved by the Virginia Commission, the rate adjustment clauses will be expected, on a combined basis, to increase a typical 1,000 kWh residential bill by approximately $0.91 per month. The Regulation Act gives the Virginia Commission until the end of March 2010 to act on Virginia Powers application. In March 2009, Virginia Power filed with the Virginia Commission its first annual update to the rate adjustment clause for the Virginia City Hybrid Energy Center requesting an increase of approximately $99 million for financing costs to be recovered through rates in 2010. As part of this filing Virginia Power requested that the 13.5% ROE proposed in its March 31, 2009 base rate filing be applied to Rider S, plus the 100 basis point enhancement for construction of a new coal-fired generation facility, for

ASSET RETIREMENT OBLIGATIONS

ASSET RETIREMENT OBLIGATIONS
	12 Months Ended Dec. 31, 2009 USD / shares
ASSET RETIREMENT OBLIGATIONS	NOTE 15. ASSET RETIREMENT OBLIGATIONS Dominions and Virginia Powers AROs are primarily associated with the decommissioning of their nuclear generation facilities. In addition, Dominions AROs include plugging and abandonment of gas and oil wells and interim retirements of natural gas gathering, transmission, distribution and storage pipeline components. These obligations result from certain safety and environmental activities Dominion is required to perform when any pipeline is abandoned or asbestos is disturbed. There are also AROs related to retirement of Dominions LNG facility, gas storage wells in its underground natural gas storage network, certain Virginia Power electric transmission and distribution assets located on property with easements, right of ways, franchises and leases agreements, and Virginia Powers hydroelectric generation facilities. In addition, Dominions and Virginia Powers AROs include the future abatement of asbestos in their generation facilities. The Companies currently do not have sufficient information to estimate a reasonable range of expected retirement dates for any of these assetssince the economic lives of these assets can be extended indefinitely through regular repair and maintenance and they currently have no plans to retire or dispose of any of these assets.As a result, a settlement date is not determinable for these assets and AROs for these assets will not be reflected in the Consolidated Financial Statements until sufficient information becomes available to determine a reasonable estimate of the fair value of the activities to be performed. The Companies continue to monitor operational and strategic developments to identify if sufficient information exists to reasonably estimate a retirement date for these assets.The changes to AROs during 2009 were as follows: Amount (millions) Dominion AROs at December31, 2008(1) $ 1,822 Obligations incurred during the period 14 Obligations settled during the period (13 ) Revisions in estimated cash flows(2) (304 ) Accretion 88 Other 7 AROs at December31, 2009(1) $ 1,614 Virginia Power AROs at December31, 2008(3) $ 717 Revisions in estimated cash flows(2) (115 ) Accretion 35 AROs at December31, 2009(3) $ 637 (1) Includes $20 million and $9 million reported in other current liabilities at December31, 2008 and 2009, respectively. (2) Primarily reflects updated decommissioning cost studies and applicable escalation rates received for the Companies nuclear facilities during the second quarter of 2009. For Dominion, also includes a $103 million ($62 million after-tax) reduction in other operations and maintenance expense due to a downward revision in the nuclear decommissioning ARO for a power station unit that is no longer in service. (3) Includes $2 million and $1 million reported in other current liabilities at December31, 2008 and 2009, respectively. Dominion and Virginia Power have established trusts dedicated to funding the future decommissioning of their nuclear plants. At December31, 2009 and 2008,

VARIABLE INTEREST ENTITIES

VARIABLE INTEREST ENTITIES
	12 Months Ended Dec. 31, 2009 USD / shares
VARIABLE INTEREST ENTITIES	NOTE 16. VARIABLE INTEREST ENTITIES An entity is considered a VIE if it does not have sufficient equity to finance its activities without assistance from variable interest holders or if its equity investors lack any of the following characteristics of a controlling financial interest: control through voting rights, the obligation to absorb expected losses, or the right to receive expected residual returns. The primary beneficiary of a VIE is required to consolidate the VIE and to disclose certain information about its significant variable interests in the VIE. The primary beneficiary of a VIE is the entity that receives the majority of a VIEs expected losses, expected residual returns, or both. Virginia Power has long-term power and capacity contracts with four non-utility generators with an aggregate generation capacity of approximately 940 MW. These contracts contain certain variable pricing mechanisms in the form of partial fuel reimbursement that Virginia Power considers to be variable interests. After an evaluation of the information provided by these entities, Virginia Power was unable to determine whether they were VIEs. However, the information they provided, as well as Virginia Powers knowledge of generation facilities in Virginia, enabled Virginia Power to conclude that, if they were VIEs, it would not be the primary beneficiary. This conclusion was based primarily on a qualitative assessment of its variable interests as compared to the operations, commodity price and other risks retained by the equity and debt holders during the remaining terms of Virginia Powers contracts and for the years the entities are expected to operate after its contractual relationships expire. The contracts expire at various dates ranging from 2015 to 2021. Virginia Power is not subject to any risk of loss from these potential VIEs other than its remaining purchase commitments which totaled $1.7 billion as of December31, 2009. Virginia Power paid $210 million, $205 million, and $211 million for electric capacity and $117 million, $196 million, and $160 million for electric energy to these entities for the years ended December31, 2009, 2008 and 2007, respectively. As discussed in Note 25, DCI held an investment in the subordinated notes of a third-party CDO entity. Dominion previously concluded that the CDO entity was a VIE and that DCI was the primary beneficiary of the CDO entity, which Dominion consolidated at December31, 2007. In March 2008, Dominion entered into an agreement to sell its remaining interest in the subordinated notes effectively eliminating the variability of its interest, and therefore deconsolidated the CDO entity as of March31, 2008. Virginia Power purchased shared services from DRS, an affiliated VIE, of approximately $416 million, $397 million, and $344 million for the years ended December31, 2009, 2008 and 2007, respectively. Virginia Power determined that it is not the most closely associated entity with DRS and therefore not the primary beneficiary. DRS provides accounting, legal, finance and certain administrative and technical services to all Dominion subsidiaries, including Vir

SHORT-TERM DEBT AND CREDIT AGRE

SHORT-TERM DEBT AND CREDIT AGREEMENTS
	12 Months Ended Dec. 31, 2009 USD / shares
SHORT-TERM DEBT AND CREDIT AGREEMENTS	NOTE 17. SHORT-TERM DEBT AND CREDIT AGREEMENTS Dominion and Virginia Power use short-term debt to fund working capital requirements, as a bridge to long-term debt financing and as bridge financing for acquisitions, if applicable. The levels of borrowing may vary significantly during the course of the year, depending upon the timing and amount of cash requirements not satisfied by cash from operations. In addition, Dominion utilizes cash and letters of credit to fund collateral requirements under its commodities hedging program. Collateral requirements are impacted by commodity prices, hedging levels, Dominions credit quality and the credit quality of its counterparties. Virginia Powers short-term financing is supported by a five-year joint revolving credit facility with Dominion. This credit facility is being used for working capital, as support for the combined commercial paper programs of Dominion and Virginia Power and for other general corporate purposes. Commercial paper, bank loans, and letters of credit outstanding, as well as capacity available under credit facilities were as follows: At December31, Facility Limit(1) Outstanding Commercial Paper Outstanding Bank Borrowings Outstanding Letters of Credit Facility Capacity Available (millions) 2009 Five-year joint revolving credit facility(2) $ 2,872 $ 442 $ $ 153 $ 2,277 Five-year Dominion credit facility(3) 1,700 353 500 19 828 Five-year Dominion bilateral facility(4) 200 32 168 Total $ 4,772 $ 795 (5) $ 500 $ 204 $ 3,273 2008 Five-year joint revolving credit facility(2) $ 2,837 $ 297 $ $ 187 $ 2,353 Five-year Dominion credit facility(3) 1,700 208 1,470 22 Five-year Dominion bilateral facility(4) 200 55 75 70 364-day Dominion credit facility(6) 467 467 Total $ 5,204 $ 560 (5) $ 1,470 $ 284 $ 2,890 (1) 2008 amounts exclude commitments provided by Lehman. (2) This credit facility was entered into February 2006 and terminates in February 2011. This credit facility can be used to support bank borrowings and the issuance of commercial paper, as well as to support up to $1.5 billion of letters of credit. At December31, 2009, total outstanding commercial paper was $442 million, all of which were Virginia Powers borrowings, with a weighted-average interest rate of 0.28%. At December31, 2008, total outstanding commercial paper was $297 million, all of which were Virginia Powers borrowings, with a weighted-average interest rate of 5.92%. At December31, 2009, total outstanding letters of credit were $153 million, of which $104 million were issued on Virginia Powers behalf. At December31, 2008, total outstanding letters of credit were $187 million, of which less than $86 million were issued on Virginia Powers behalf. (3) This credit facility was entered into August 2005 and terminates

LONG-TERM DEBT

LONG-TERM DEBT
	12 Months Ended Dec. 31, 2009 USD / shares
LONG-TERM DEBT	NOTE 18. LONG-TERM DEBT At December31, 2009 Weighted- average Coupon(1) 2009 2008 (millions, except percentages) Virginia Electric and Power Company: Unsecured Senior Notes: 4.5% to 5.1%, due 2010 to 2013 4.87 % $ 1,230 $ 1,230 5.25% to 8.875%, due 2015 to 2038 6.26 % 4,608 4,272 Tax-Exempt Financings:(2) Variable rates, due 2016 to 2027(3) 1.76 % 119 119 5.5% and 7.65%, due 2009 and 2010 7.65 % 1 112 3.6% to 6.5%, due 2017 to 2035 4.97 % 503 393 Virginia Electric and Power Company total principal $ 6,461 $ 6,126 Fair value hedge valuation(4) 1 Securities due within one year(5) 4.71 % (245 ) (125 ) Unamortized discount and premium, net (3 ) (2 ) Virginia Electric and Power Company total long-term debt $ 6,213 $ 6,000 Dominion Resources, Inc.: Unsecured Senior Notes: 4.75% to 8.125%, due 2009 to 2014 5.69 % $ 1,529 $ 1,879 5.15% to 8.875%, due 2015 to 2038(6) 6.21 % 4,693 4,199 Variable rate, due 2010 2.01 % 300 300 Unsecured Convertible Senior Notes, 2.125%, due 2023(7) 202 202 Unsecured Junior Subordinated Notes Payable to Affiliated Trusts, 7.83% and 8.4%, due 2027 and 2031 7.85 % 268 268 Enhanced Junior Subordinated Notes, 6.3% to 8.375%, due 2064 and 2066 7.50 % 1,485 800 Unsecured Debentures and Senior Notes(8): 5.0% to 6.85%, due 2010 to 2014 5.65 % 1,291 1,291 6.8% and 6.875%, due 2026 and 2027 6.81 % 89 89 Dominion Energy, Inc.: Secured Senior Note, 7.33%, due 2020(9) 183 194 Tax-Exempt Financings, 5.0% and 5.75%, due 2033 to 2042 5.30 % 124 74 Virginia Electric and Power Company total principal (from above) 6,461 6,126 Dominion Resources, Inc. total principal $ 16,625 $ 15,422 Fair value hedge valuation(4) 23 15 Securities due within one year(10) 4.49 % (1,137 ) (444 ) Unamortized discount and premium, net (30 ) (37 ) Dominion Resources, Inc. total long-term debt $ 15,481 $ 14,956 (1) Represents weighted-average coupon rates for debt outstanding as of December31, 2009. (2) These financings relate to certain pollution control equipment at Virginia Powers generating facilities. The variable rate tax-exempt financings are supported by a $120 million five-year credit facility that terminates in February 2011. (3) $60 million of tax-exempt bonds due in 2040 issued by the Industrial Development Authority of Wise County on behalf of Virginia Power in September 2009 are not included upon consolidation because the bonds have been temporarily purchased and are held by Virginia Power. (4) Represents the valuation of certain fair value hedges associated

PREFERRED STOCK

PREFERRED STOCK
	12 Months Ended Dec. 31, 2009 USD / shares
PREFERRED STOCK	NOTE 19. PREFERRED STOCK Dominion is authorized to issue up to 20million shares of preferred stock; however, none were issued and outstanding at December31, 2009 or 2008. Virginia Power is authorized to issue up to 10million shares of preferred stock, $100 liquidation preference, and had 2.59million preferred shares issued and outstanding at December31, 2009 and 2008. Upon involuntary liquidation, dissolution or winding-up of Virginia Power, each share would be entitled to receive $100 plus accrued dividends. Dividends are cumulative. Holders of Virginia Powers outstanding preferred stock are not entitled to voting rights except, under certain provisions of the amended and restated articles of incorporation and related provisions of Virginia law restricting corporate action, or upon default in dividends, or in special statutory proceedings and as required by Virginia law (such as mergers, consolidations, sales of assets, dissolution and changes in voting rights or priorities of preferred stock). Presented below are the series of Virginia Power preferred stock not subject to mandatory redemption that were outstanding as of December31, 2009: Dividend Issued and Outstanding Shares EntitledPerShare Upon Liquidation (thousands) $5.00 107 $ 112.50 4.04 13 102.27 4.20 15 102.50 4.12 32 103.73 4.80 73 101.00 7.05 500 101.41 (1) 6.98 600 101.40 (2) Flex MMP 12/02, Series A 1,250 100.00 (3) Total 2,590 (1) Through 7/31/2010; $101.06 commencing 8/1/2010; amounts decline in steps thereafter to $100.00 by 8/1/2013. (2) Through 8/31/2010; $101.05 commencing 9/1/2010; amounts decline in steps thereafter to $100.00 by 9/1/2013. (3) Dividend rate was 5.50% through 12/20/2007. Dividend rate is now 6.25% through 3/20/2011; after which, the rate will be determined according to periodic auctions for periods established by Virginia Power at the time of the auction process.

SHAREHOLDERS' EQUITY

SHAREHOLDERS' EQUITY
	12 Months Ended Dec. 31, 2009 USD / shares
SHAREHOLDERS' EQUITY	NOTE 20. SHAREHOLDERS EQUITY Issuance of Common Stock DOMINION In January 2009, Dominion entered into sales agency agreements pursuant to which Dominion may offer from time to time up to $400 million aggregate amount of its common stock. Sales of common stock can be made by means of privately negotiated transactions, as transactions on the New York Stock Exchange at market prices or in such other transactions as are agreed upon by Dominion and the sales agents and in conformance with applicable securities laws. During 2009, Dominion issued 14million shares of common stock for cash proceeds of $456 million. Dominion issued 6.2million shares through at-the-market issuances under its sales agency agreements and received cash proceeds of $191 million, net of fees and commissions paid of $2 million. Following these issuances, Dominion has the ability to issue up to $207 million of stock under sales agency agreements. Dominion also issued 76,000 shares of its common stock to its officers and directors under a private placement program for aggregate consideration of approximately $2 million. The remainder of the shares issued and cash proceeds received during 2009 were through Dominion Direct, employee savings plans and the exercise of employee stock options. In February 2010, Dominion began purchasing its common stock on the open market with proceeds received through Dominion Direct and employee savings plans, rather than having additional new common shares issued. Additionally, in February 2009, Dominion issued approximately 1.6million shares of common stock to an existing holder of its senior notes, in a privately negotiated transaction, in exchange for approximately $56 million of the principal of two series of its outstanding senior notes, which were retired. The transaction was exempt from registration pursuant to Section3(a)(9) of the Securities Act and no commission or remuneration was paid in connection with the exchange. VIRGINIA POWER In 2009, Virginia Power issued 31,877 shares of its common stock to Dominion reflecting the conversion of $1 billion of short-term demand note borrowings from Dominion to equity. Shares Reserved for Issuance At December31, 2009, Dominion had approximately 62million shares reserved and available for issuance for Dominion Direct, employee stock awards, employee savings plans, director stock compensation plans and contingent convertible senior notes. Accumulated Other Comprehensive Income (Loss) Presented in the table below is a summary of AOCI by component: At December 31, 2009 2008 (millions) Dominion Net unrealized gains (losses) on derivativeshedging activities, net of tax of $(170) and $(311), respectively $ 281 $ 507 Net unrealized gains (losses) on nuclear decommissioning trust funds, net of tax of $(97) and $(18), respectively 151 27 Net unrecognized pension and other postretirement benefit costs, net of tax of $444 and $562, respectively (643 ) (803 ) Total AOCI $ (211 ) $ (269 ) Virginia Power Net unrealized gains (losses) on derivativeshedgin

DIVIDEND RESTRICTIONS

DIVIDEND RESTRICTIONS
	12 Months Ended Dec. 31, 2009 USD / shares
DIVIDEND RESTRICTIONS	NOTE 21. DIVIDEND RESTRICTIONS The Virginia Commission may prohibit any public service company, including Virginia Power, from declaring or paying a dividend to an affiliate if found to be detrimental to the public interest. At December31, 2009, the Virginia Commission had not restricted the payment of dividends by Virginia Power. Certain agreements associated with Dominions and Virginia Powers credit facilities contain restrictions on the ratio of debt to total capitalization. These limitations did not restrict Dominions or Virginia Powers ability to pay dividends or receive dividends from their subsidiaries at December31, 2009. See Note 18 for a description of potential restrictions on dividend payments by Dominion in connection with the deferral of interest payments on junior subordinated notes. Combined Notes to Consolidated Financial Statements, Continued

EMPLOYEE BENEFIT PLANS

EMPLOYEE BENEFIT PLANS
	12 Months Ended Dec. 31, 2009 USD / shares
EMPLOYEE BENEFIT PLANS	NOTE 22. EMPLOYEE BENEFIT PLANS DOMINION Dominion provides certain benefits to eligible active employees, retirees and qualifying dependents. Under the terms of its benefit plans, Dominion reserves the right to change, modify or terminate the plans. From time to time in the past, benefits have changed, and some of these changes have reduced benefits. Dominion maintains qualified noncontributory defined benefit pension plans covering virtually all employees. Retirement benefits are based primarily on years of service, age and the employees compensation. Dominions funding policy is to contribute annually an amount that is in accordance with the provisions of ERISA. The pension program also provides benefits to certain retired executives under a company-sponsored nonqualified employee benefit plan. The nonqualified plan is funded through contributions to a grantor trust. Dominion provides retiree healthcare and life insurance benefits with annual employee premiums based on several factors such as age, retirement date and years of service. Pension and other postretirement benefit costs are affected by employee demographics (including age, compensation levels and years of service), the level of contributions made to the plans and earnings on plan assets. These costs may also be affected by changes in key assumptions, including expected long-term rates of return on plan assets, discount rates, healthcare cost trend rates and the rate of compensation increases. Dominion uses December 31 as the measurement date for all of its employee benefit plans. Dominion uses the market-related value of pension plan assets to determine the expected return on plan assets, a component of net periodic pension cost. The market-related value recognizes changes in fair value on a straight-line basis over a four-year period, which reduces year-to-year volatility. Changes in fair value are measured as the difference between the expected and actual plan asset returns, including dividends, interest and realized and unrealized investment gains and losses. Since the market-related value recognizes changes in fair value over a four-year period, the future market-related value of pension plan assets will be impacted as previously unrecognized changes in fair value are recognized. Dominions pension and other postretirement benefit plans hold investments in trusts to fund employee benefit payments. Aggregate actual returns for Dominions pension and other postretirement plan assets were $777 million in 2009 and negative $1.4 billion in 2008, versus expected returns of $462 million and $484 million, respectively. Differences between actual and expected returns on plan assets are accumulated and amortized during future periods. As such, investment-related declines in these trusts, such as those experienced during 2008, will result in future increases in the periodic cost recognized for such employee benefit plans and will be included in the determination of the amount of cash to be contributed to the employee benefit plans. In December 2003, the Medicare Prescription Drug, Improvement and Modernization Act of 2003 (the Medicare Act) was signed into law. The

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES
	12 Months Ended Dec. 31, 2009 USD / shares
COMMITMENTS AND CONTINGENCIES	NOTE 23. COMMITMENTS AND CONTINGENCIES As the result of issues generated in the ordinary course of business, Dominion and Virginia Power are involved in legal, tax and regulatory proceedings before various courts, regulatory commissions and governmental agencies, some of which involve substantial amounts of money. The ultimate outcome of such proceedings cannot be predicted at this time; however, for current proceedings not specifically reported herein, management does not anticipate that the liabilities, if any, arising from such proceedings would have a material effect on Dominions or Virginia Powers financial position, liquidity or results of operations. Long-Term Purchase Agreements At December31, 2009, Virginia Power had the following long-term commitments that are noncancelable or are cancelable only under certain conditions, and that third parties have used to secure financing for the facilities that will provide the contracted goods or services: 2010 2011 2012 2013 2014 Thereafter Total (millions) Purchased electric capacity(1) $ 345 $ 345 $ 349 $ 352 $ 360 $ 1,126 $ 2,877 (1) Commitments represent estimated amounts payable for capacity under power purchase contracts with qualifying facilities and independent power producers, the last of which ends in 2021. Capacity payments under the contracts are generally based on fixed dollar amounts per month, subject to escalation using broad-based economic indices. At December31, 2009, the present value of Virginia Powers total commitment for capacity payments is $2 billion. Capacity payments totaled $356 million, $379 million, and $410 million, and energy payments totaled $254 million, $372 million, and $360 million for 2009, 2008 and 2007, respectively. Combined Notes to Consolidated Financial Statements, Continued Lease Commitments Dominion and Virginia Power lease various facilities, vehicles and equipment primarily under operating leases. Payments under certain leases are escalated based on an index such as the consumer price index. Future minimum lease payments under noncancelable operating and capital leases that have initial or remaining lease terms in excess of one year as of December31, 2009 are as follows: 2010 2011 2012 2013 2014 Thereafter Total (millions) Dominion $ 143 $ 135 $ 118 $ 90 $ 37 $ 147 $ 670 Virginia Power $ 35 $ 31 $ 22 $ 14 $ 10 $ 23 $ 135 Rental expense for Dominion totaled $172 million, $160 million, and $185 million for 2009, 2008 and 2007, respectively. Rental expense for Virginia Power totaled $49 million, $39 million, and $37 million for 2009, 2008, and 2007, respectively. The majority of rental expense is reflected in other operations and maintenance expense. Dominion leases the Fairless power station, which began commercial operations in June 2004. During construction, Dominion acted as the construction agent for the lessor, controlled the design and construction of the fa

CREDIT RISK

CREDIT RISK
	12 Months Ended Dec. 31, 2009 USD / shares
CREDIT RISK	NOTE 24. CREDIT RISK Credit risk is the risk of financial loss if counterparties fail to perform their contractual obligations. In order to minimize overall credit risk, credit policies are maintained, including the evaluation of counterparty financial condition, collateral requirements and the use of standardized agreements that facilitate the netting of cash flows associated with a single counterparty. In addition, counterparties may make available collateral, including letters of credit or cash held as margin deposits, as a result of exceeding agreed-upon credit limits, or may be required to prepay the transaction. Dominion and Virginia Power maintain a provision for credit losses based on factors surrounding the credit risk of their customers, historical trends and other information. Management believes, based on credit policies and the December31, 2009 provision for credit losses, that it is unlikely that a material adverse effect on financial position, results of operations or cash flows would occur as a result of counterparty nonperformance. GENERAL DOMINION As a diversified energy company, Dominion transacts primarily with major companies in the energy industry and with commercial and residential energy consumers. These transactions principally occur in the Northeast, mid-Atlantic and Midwest regions of the U.S. and Texas. Dominion does not believe that this geographic concentration contributes significantly to its overall exposure to credit risk. In addition, as a result of its large and diverse customer base, Dominion is not exposed to a significant concentration of credit risk for receivables arising from electric and gas utility operations. Dominions exposure to credit risk is concentrated primarily within its energy marketing and price risk management activities, as Dominion transacts with a smaller, less diverse group of counterparties and transactions may involve large notional volumes and potentially volatile commodity prices. Energy marketing and price risk management activities include trading of energy-related commodities, marketing of merchant generation output, structured transactions and the use of financial contracts for enterprise-wide hedging purposes. Gross credit exposure for each counterparty is calculated as outstanding receivables plus any unrealized on- or off-balance sheet exposure, taking into account contractual netting rights. Gross credit exposure is calculated prior to the application of collateral. At December31, 2009, Dominions gross credit exposure totaled $753 million. After the application of collateral, credit exposure is reduced to $650 million. Of this amount, investment grade counterparties, including those internally rated, represented 94%. Two counterparty exposures are greater than 10% of Dominions total exposure, one representing 13% and the other 10%, both of which are large financial institutions rated investment grade. VIRGINIA POWER Virginia Power sells electricity and provides distribution and transmission services to customers in Virginia and northeastern North Carolina. Management believes that this geographic concentration risk is mitigated by the diversity of Virg

DOMINION CAPITAL, INC.

DOMINION CAPITAL, INC.
	12 Months Ended Dec. 31, 2009 USD / shares
DOMINION CAPITAL, INC.	NOTE 25. DOMINION CAPITAL, INC. At December31, 2007, DCI held an investment in the subordinated notes of a third-party CDO entity. The CDO entitys primary focus is the purchase and origination of middle market senior secured first and second lien commercial and industrial loans in both the primary and secondary loan markets. Dominion concluded previously that the CDO entity was a VIE and that DCI was the primary beneficiary of the CDO entity and therefore Dominion consolidated the CDO entity at December31, 2007. In March 2008, Dominion reached an agreement to sell its remaining interest in the subordinated notes to a third party, effectively eliminating the variability of its interest, and therefore deconsolidated the CDO entity as of March31, 2008 and recognized impairment losses of $62 million ($38 million after-tax), which were recorded in other operations and maintenance expense in its Consolidated Statement of Income. In connection with the sale of the subordinated notes, in April 2008, Dominion received proceeds of $54 million, including accrued interest. This sale concluded Dominions efforts to divest of DCI, since its remaining assets are aligned with Dominions core business. In 2007, DCI had impairment losses associated with DCI operations of $98 million ($67 million after-tax) related to its investments in retained interests from CMO securitizations, loans held for resale and venture capital and other equity investments.

RELATED-PARTY TRANSACTIONS

RELATED-PARTY TRANSACTIONS
	12 Months Ended Dec. 31, 2009 USD / shares
RELATED-PARTY TRANSACTIONS	NOTE 26. RELATED-PARTY TRANSACTIONS Virginia Power engages in related-party transactions primarily with other Dominion subsidiaries (affiliates). Virginia Powers receivable and payable balances with affiliates are settled based on contractual terms or on a monthly basis, depending on the nature of the underlying transactions. Virginia Power is included in Dominions consolidated federal income tax return and participates in certain Dominion benefit plans. A discussion of significant related party transactions follows. Transactions with Affiliates Virginia Power transacts with affiliates for certain quantities of natural gas and other commodities in the ordinary course of business. Virginia Power also enters into certain commodity derivative contracts with affiliates. Virginia Power uses these contracts, which are principally comprised of commodity swaps and options, to manage commodity price risks associated with purchases of natural gas. Virginia Power designates the majority of these contracts as cash flow hedges for accounting purposes. DRS provides accounting, legal, finance and certain administrative and technical services to Virginia Power. In addition, Virginia Power provides certain services to affiliates, including charges for facilities and equipment usage. Presented below are significant transactions with DRS and other affiliates: Year Ended December31, 2009 2008 2007 (millions) Commodity purchases from affiliates $ 327 $ 527 $ 373 Services provided by affiliates 420 399 345 During 2009, Virginia Power purchased turbines from an affiliate for $58 million to be used in the Bear Garden power station, currently under construction. In September 2008, Virginia Power purchased a gas-fired turbine from an affiliate for $36 million as part of an expansion at its Ladysmith power station (Unit 5) to supply electricity during periods of peak demand. The following table presents Virginia Powers borrowings from Dominion under short-term arrangements: At December31, 2009 2008 (millions) Outstanding borrowings, net of repayments, under the Dominion money pool for Virginia Powers nonregulated subsidiaries $ 2 $ 198 Short-term demand note borrowings from Dominion 219 In 2008, Virginia Power merged with Dominion Nuclear North Anna as part of continued development efforts associated with the possible construction of a third nuclear unit at North Anna. This merger was approved by the Virginia and North Carolina Commissions and became effective in December 2008. As a result of the merger, Virginia Power recorded assets and liabilities of $48 million, primarily reflecting the acquisition of an Early Site Permit and an in-process COL, and a payable to an affiliate that was settled in 2009. Virginia Power incurred interest charges related to its borrowings from Dominion of $5 million, $10 million, and $27 million in 2009, 2008 and 2007, respectively. In 2009, Virginia Power issued 31,877 shares of its common stock to Dominion reflecting the conversion of $1 billion of short-term demand note borrowi

OPERATING SEGMENTS

OPERATING SEGMENTS
	12 Months Ended Dec. 31, 2009 USD / shares
OPERATING SEGMENTS	NOTE 27. OPERATING SEGMENTS Dominion and Virginia Power are organized primarily on the basis of products and services sold in the U.S. A description of the operations included in the Companies primary operating segments is as follows: Primary OperatingSegment Description ofOperations Dominion VirginiaPower DVP Regulated electric distribution X X Regulated electric transmission X X Nonregulated retail energy marketing (electric and gas) X DominionGeneration Regulated electric fleet X X Merchant electric fleet X Dominion Energy Gas transmission and storage X Gas distribution X LNG import and storage X Appalachian gas exploration and production X Producer services X In addition to the operating segments above, the Companies also report a Corporate and Other segment. The Corporate and Other Segment of Virginia Power primarily includes specific items attributable to its operating segments that are not included in profit measures evaluated by executive management in assessing the segments performance or allocating resources among the segments. The Corporate and Other Segment of Dominion includes its corporate, service company and other functions (including unallocated debt) and the net impact of certain operations disposed of or to be disposed of, which are discussed in Note 5 to the Consolidated Financial Statements. Operations to be disposed of at December 31, 2009 include Peoples, which Dominion sold in February 2010. Operations disposed of during 2008 included certain DCI operations. Operations disposed of during 2007 included all of Dominions non-Appalachian EP operations, three natural gas-fired merchant generation peaker facilities and certain DCI operations. In addition, Corporate and Other includes specific items attributable to Dominions operating segments that are not included in profit measures evaluated by executive management in assessing the segments performance or allocating resources among the segments. Prior to the fourth quarter of 2009, Hope was included in Dominions Corporate and Other segment and its assets and liabilities were classified as held for sale. During the fourth quarter of 2009, following Dominions decision to retain this subsidiary, Hope was transferred to the Dominion Energy operating segment and its assets and liabilities were reclassified from held for sale. All segment information for prior years has been recast to conform to the new segment structure. Combined Notes to Consolidated Financial Statements, Continued DOMINION In 2009, Dominion reported net expenses of $677 million in the Corporate and Other segment attributable to its operating segments. The net expenses in 2009 primarily related to the impact of the following items: A $455 million ($281 million after-tax) ceiling test impairment charge related to the carrying value of Dominions EP properties, attributable to Dominion Energy; A $712 million ($435 million after-tax) charge in connection with the proposed settlement of Virginia Powers 2009 rate

GAS AND OIL PRODUCING ACTIVITIE

GAS AND OIL PRODUCING ACTIVITIES (UNAUDITED)
	12 Months Ended Dec. 31, 2009 USD / shares
GAS AND OIL PRODUCING ACTIVITIES (UNAUDITED)	NOTE 28. GAS AND OIL PRODUCING ACTIVITIES (UNAUDITED) In 2007, Dominion sold its non-Appalachian EP operations. Dominions remaining Appalachian EP operations do not qualify as significant gas and oil producing activities for 2009 or 2008. As a result, the following information only details Dominions gas and oil operations for 2007. Total Costs Incurred The following costs were incurred in gas and oil producing activities: Year Ended December31, 2007 Total U.S. Canada (millions) Property acquisition costs: Proved properties $ 19 $ 19 $ Unproved properties 77 75 2 Total property acquisition costs 96 94 2 Exploration costs 132 126 6 Development costs(1) 1,114 1,086 28 Total $ 1,342 $ 1,306 $ 36 (1) Development costs incurred for proved undeveloped reserves were $445 million for 2007. Results of Operations Dominion cautions that the following standard disclosures required by the FASB do not represent its results of operations based on its historical financial statements. In addition to requiring different determinations of revenue and costs, the disclosures exclude the impact of interest expense and corporate overhead. Year Ended December31, 2007 Total U.S. Canada (millions) Revenue (net of royalties) from: Sales to nonaffiliated companies $ 1,367 $ 1,291 $ 76 Transfers to other operations 298 298 Total 1,665 1,589 76 Less: Production (lifting) costs 396 369 27 Depreciation, depletion and amortization 536 514 22 Income tax expense 271 262 9 Results of operations $ 462 $ 444 $ 18 Company-Owned Reserves Estimated net quantities of proved gas and oil (including condensate) reserves in the U.S. and Canada at December31, 2007, and changes in the reserves during the year, is shown in the two schedules that follow: 2007 Total U.S. Canada (bcf) Proved developed and undeveloped reservesGas At January1 5,136 4,961 175 Changes in reserves: Extensions, discoveries and other additions 139 130 9 Revisions of previous estimates 88 88 Production (214 ) (206 ) (8 ) Purchases of gas in place 44 44 Sales of gas in place (4,174 ) (3,998 ) (176 ) At December31 1,019 1,019 Proved developed reservesGas At January1 3,556 3,424 132 At December31 636 636 (thousands of barrels) Proved developed and undeveloped reservesOil At January1 232,259 216,849 15,410 Changes in reserves: Extensions, discoveries and other additions 3,094 2,853 241 Revisions of previous estimates(1) 932 932 Production (12,185 ) (11,626 ) (559 ) Purchases of oi

QUARTERLY FINANCIAL AND COMMON

QUARTERLY FINANCIAL AND COMMON STOCK DATA (UNAUDITED)
	12 Months Ended Dec. 31, 2009 USD / shares
QUARTERLY FINANCIAL AND COMMON STOCK DATA (UNAUDITED)	NOTE 29. QUARTERLY FINANCIAL AND COMMON STOCK DATA (UNAUDITED) A summary of Dominions and Virginia Powers quarterly results of operations for the years ended December31, 2009 and 2008 follows. Amounts reflect all adjustments necessary in the opinion of management for a fair statement of the results for the interim periods. Results for interim periods may fluctuate as a result of weather conditions, changes in rates and other factors. DOMINION First Quarter Second Quarter Third Quarter Fourth Quarter Full Year (millions, except per share amounts) 2009 Operating revenue $ 4,778 $ 3,450 $ 3,648 $ 3,255 $ 15,131 Income from operations 705 902 1,072 (50 ) 2,629 Net income including noncontrolling interests 252 458 598 (4 ) 1,304 Net income attributable to Dominion 248 454 594 (9 ) 1,287 Basic and Diluted EPS: Net income attributable to Dominion 0.42 0.76 1.00 (0.01 ) 2.17 Dividends paid per share 0.4375 0.4375 0.4375 0.4375 1.75 Common stock prices (high-low) $ 37.18 - 27.15 $ 33.93 - 28.70 $ 34.84 - 32.10 $ 39.79 - 33.15 $ 39.79 - 27.15 2008 Operating revenue $ 4,353 $ 3,399 $ 4,365 $ 4,173 $ 16,290 Income from operations 1,059 711 1,055 801 3,626 Income from continuing operations(1) 680 300 508 348 1,836 Loss from discontinued operations(1) (2) (2 ) (2 ) Net income including noncontrolling interest 684 302 512 352 1,850 Net income attributable to Dominion 680 298 508 348 1,834 Basic EPS: Net income attributable to Dominion(2) 1.18 0.52 0.88 0.60 3.17 Diluted EPS: Net income attributable to Dominion(2) 1.18 0.51 0.87 0.60 3.16 Dividends paid per share 0.395 0.395 0.395 0.395 1.58 Common stock prices (high-low) $ 48.50- 38.63 $ 48.28- 41.12 $ 48.50- 40.51 $ 44.46- 31.26 $ 48.50- 31.26 (1) Amounts attributable to Dominions common shareholders. (2) Loss from discontinued operations had no impact on basic or diluted EPS. Dominions 2009 results include the impact of the following significant items: First quarter results include a $272 million after-tax ceiling impairment charge related to the carrying value of its EP properties and a $50 million after-tax net loss on investments held in nuclear decommissioning trust funds. Second quarter results include a $62 million after-tax reduction in other operations and maintenance expense due to a downward revision in the nuclear decommissioning ARO for a power station unit that is no longer in service. Third quarter results inclu

Document Information

Document Information
	12 Months Ended Dec. 31, 2009 USD / shares
Document Type	10-K
Amendment Flag	false
Document Period End Date	2009-12-31

Entity Information

Entity Information (USD $)
	12 Months Ended Dec. 31, 2009	Feb. 01, 2010	Jun. 30, 2009
Trading Symbol	D
Entity Registrant Name	DOMINION RESOURCES INC /VA/
Entity Central Index Key	0000715957
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		600,108,463
Entity Public Float			$19,300,000,000