As filed with the Securities and Exchange Commission on May 10, 1999
File No. 333-
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form S-8
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
Dominion Resources, Inc.
(Exact name of registrant as specified in its charter)
VIRGINIA 54-1229715
(State or other jurisdiction of incorporation (I.R.S. Employer Identification
or organization) No.)
120 TREDEGAR STREET, RICHMOND, VIRGINIA 23219
(Address of principal executive office, including zip code)
DOMINION RESOURCES, INC.
INCENTIVE COMPENSATION PLAN
(Full Title of the Plan)
Patricia A. Wilkerson, Vice President and Corporate Secretary
W. H. Riggs, Jr., Assistant Corporate Secretary
DOMINION RESOURCES, INC.
120 Tredegar Street, Richmond, Virginia 23219
(Name and address of agent for service)
(804) 819-2000
(Telephone number, including area code, of agent for service)
CALCULATION OF REGISTRATION FEE*
Proposed Proposed
Title of Each Amount Maximum Maximum Amount of
Class of Securities to be Offering Price Aggregate Registration
to be Registered Registered Per Share Offering Price Fee
Common Stock, without 8,000,000 $41.0625 $328,500,000 $91,323
par value shares
__________
(*) Computed in accordance with Rule 457 under the Securities Act of 1933, as
amended, solely for the purpose of calculating the registration fee and based
on the average of the high and low prices reported on the New York Stock
Exchange composite tape by The Wall Street Journal for May 6, 1999.
Dominion Resources, Inc. is registering an additional 8,000,000 shares of
common stock, without par value, relating to an earlier filed employee
benefit plan, the Dominion Resources, Inc. Incentive Compensation Plan
(the Plan), which was filed and registered with the Securities and Exchange
Commission on April 22, 1997, File No. 333-25587, registering 3,000,000
shares of common stock under the Plan (filing fee paid $31,250) which is hereby
incorporated herein by reference.
Exhibits
5 Opinion of James F. Stutts, Vice President and General Counsel of Dominion
Resources, Inc. (filed herewith)
23 Consent of Deloitte & Touche (filed herewith)
99 Dominion Resources, Inc. Incentive Compensation Plan as restated effective
April 16, 1999 (filed herewith)
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Richmond,
Commonwealth of Virginia, on the 10th day of May, 1999.
DOMINION RESOURCES, INC.
By /s/THOS. E. CAPPS
(Thos. E. Capps, Chairman of the Board
of Directors, President and Chief
Executive Officer)
Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities indicated and on the 10th of May, 1999. The officers and
directors whose signatures appear below hereby constitute Patricia A.
Wilkerson or W. H. Riggs, Jr., either of whom may act, as their true and
lawful attorneys-in fact, with full power to sign on their behalf
individually and in each capacity stated below and file all amendments and
post-effective amendments to the registration statement making such changes in
the registration statement as the registrant deems appropriate, and generally
to do all things in their name and in their capacities as officers and directors
to enable the registrant to comply with the provisions of the Securities Act
of 1933 and all requirements of the Securities and Exchange Commission.
Signature Title
/s/JOHN B. ADAMS, JR.
John B. Adams, Jr. Director
John B. Bernhardt Director
/s/THOS. E. CAPPS
Thos. E. Capps Chairman of the Board of Directors,
President and Chief Executive Officer
/s/JOHN W. HARRIS
John W. Harris Director
/s/BENJAMIN J. LAMBERT, III
Benjamin J. Lambert, III Director
Signature
Richard L. Leatherwood Director
/s/K. A. RANDALL
K. A. Randall Director
/s/FRANK S. ROYAL
Frank S. Royal Director
/s/S. DALLAS SIMMONS
S. Dallas Simmons Director
/s/ROBERT H. SPILMAN
Robert H. Spilman Director
/s/JUDITH B. WARRICK
Judith B. Warrick Director
/s/DAVID A. WOLLARD
David A. Wollard Director
/s/THOMAS N. CHEWNING
Thomas N. Chewning Executive Vice President (Chief Financial
Officer)
/s/J. L. TRUEHEART
J. L. Trueheart Senior Vice President and Controller
(Principal Accounting Officer)