SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) June 12, 1998
Virginia Electric and Power Company
(Exact name of registrant as specified in its charter)
Virginia 1-2255 54-0418825
(State or other juris- (Commission (IRS Employer
diction of Incorporation) File Number) Identification No.)
701 E. Cary Street, Richmond, Virginia 23219-3932
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (804) 771-3000
(Former name or former address, if changed since last report.)
ITEM 5. OTHER EVENTS
On June 12, 1998, Virginia Electric and Power Company (the Company) entered
into an underwriting agreement (the Underwriting Agreement) with Lehman Brothers
Inc., as representative of the Underwriters named in Schedule II of the
Underwriting Agreement, for the sale of $150 million aggregate principal amount
of the Company's Senior Notes. Such Senior Notes, which are designated the 1998
Series A 7.15% Senior Notes, due June 30, 2038, are a portion of the $375
million aggregate principal amount of Debt Securities that were registered by
the Company pursuant to a registration statement on Form S-3 under Rule 415
under the Securities Act of 1933, which registration statement was declared
effective on March 18, 1998 (File No. 333-47119). This Registration Statement
also constitutes Post-Effective Amendment No. 1 of Registration Statement No.
33-59581 regarding $375 million of the Company's First and Refunding Mortgage
Bonds registered for sale, pursuant to Rule 429 under the Securities Act of
1933, as amended. A copy of the Underwriting Agreement including exhibits
thereto, is filed as Exhibit 1 to this Form 8-K.
The designation of, and the terms and conditions applicable to, the 1998
Series A 7.15% Senior Notes, due June 30, 2038 were established as set forth in
the First Supplemental Indenture to the Company's Senior Indenture, dated as of
June 1, 1998, and have been approved by the Board of Directors of the Company. A
copy of the form of Senior Indenture is filed as Exhibit 4.1 to this Form 8-K. A
copy of the form of Supplemental Indenture is filed as Exhibit 4.2 to this Form
8-K.
Exhibits:
1 Underwriting Agreement, dated June 12, 1998, between the
Company and Lehman Brothers Inc., as representative of the
Underwriters named in Schedule II of said Underwriting
Agreement (filed herewith).
4.1 The form of Senior Indenture filed as Exhibit 4(ii) to the
Company's Registration Statement is hereby incorporated by
reference.
4.2 Form of First Supplemental Indenture to the Senior Indenture,
dated as of June 1, 1998, pursuant to which the 1998 Series A
7.15% Senior Notes, due June 30, 2038, will be issued. The
Form of the 1998 Series A 7.15% Senior Notes is included as
Exhibit A to the First Supplemental Indenture (filed
herewith).
12 Computation of Ratio of Earnings to Fixed Charges (filed
herewith).
23 Consent of McGuire, Woods, Battle & Boothe LLP (filed
herewith).
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
VIRGINIA ELECTRIC AND POWER COMPANY
Registrant
/s/ James P. Carney
---------------------------------
James P. Carney
Assistant Treasurer and
Assistant Corporate Secretary
Date: June 12, 1998