<PAGE 1>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark one)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1995
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____________ to
____________
Commission file number 1-2255
VIRGINIA ELECTRIC AND POWER COMPANY
(Exact name of registrant as specified in its charter)
VIRGINIA 54-0418825
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification No.)
One James River Plaza, Richmond, Virginia 23261 - 6666
(Address of principal executive offices) (Zip Code)
Registrant's telephone number (804) 771-3520
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports) and (2) has been subject to such filing
requirements for the past 90 days. Yes x No
At July 31, 1995, 171,484 shares of common stock, without par
value, of the registrant were outstanding.<PAGE>
<PAGE 2>
VIRGINIA ELECTRIC AND POWER COMPANY
INDEX
Page
Number
PART I. Financial Information
Item 1. Financial Statements
Statements of Income - Three and Six Months
Ended June 30, 1995 and 1994 3
Balance Sheets - June 30, 1995 4-5
and December 31, 1994
Statements of Cash Flows - Six Months Ended 6
June 30, 1995 and 1994
Notes to Financial Statements 7-8
Item 2. Management's Discussion and Analysis of 9-12
Financial Condition and Results of
Operations
PART II. Other Information
Item 1. Legal Proceedings 13
Item 5. Other Information 13
The Company 13
Rates 14
Competition 15
Item 6. Exhibits and Reports on Form 8-K 15-17
<PAGE>
<PAGE 3>
VIRGINIA ELECTRIC AND POWER COMPANY
PART I. FINANCIAL INFORMATION
ITEM I. FINANCIAL STATEMENTS
STATEMENTS OF INCOME
(Unaudited)
<TABLE>
<S>
Three Months Ended Six Months
Ended
June 30, June
30,
<C> <C> <C>
<C>
1995 1994 1995
1994
(Millions)
Operating revenues $971.1 $990.2 $2,047.4
$2,092.4
Operating expenses:
Operation:
Fuel, net 226.5 227.2 480.5
489.5
Purchased power capacity,
net 155.0 153.2 333.7
330.5
Other 136.8 130.9 274.0
260.1
Maintenance 73.6 70.6 140.5
141.1
Depreciation and amortization 115.7 110.9 232.0
222.4
Amortization of terminated
construction project costs 8.6 8.6 17.2
17.2
Taxes - Income 37.0 50.8 95.1
118.2
- Other 61.2 62.8 125.9
131.0
Total 814.4 815.0 1,698.9
1,710.0
Operating income 156.7 175.2 348.5
382.4
Other income 2.1 2.2 4.5
4.9
Income before interest charges 158.8 177.4 353.0
387.3
Interest charges:
Interest on long-term debt 76.6 72.1 151.3
144.1
Other 5.5 4.1 11.3
9.4
Allowance for borrowed funds
used during construction (1.3) (0.9) (2.6)
(1.7)
Total 80.8 75.3 160.0
151.8
Net income 78.0 102.1 193.0
235.5
Preferred dividends 11.7 10.4 23.4
20.4
Balance available for Common
Stock $ 66.3 $ 91.7 $ 169.6 $
215.1
</TABLE>
_____________
The accompanying notes are an integral part of the financial
statements.<PAGE>
<PAGE 4>
VIRGINIA ELECTRIC AND POWER COMPANY
BALANCE SHEETS
ASSETS
(Unaudited)
June 30, December 31,
1995 1994
(Millions)
(*)
Utility plant (includes $948.4
plant under construction in 1995
and $828.2 in 1994) $14,115.5 $13,896.6
Less accumulated depreciation 4,614.7 4,426.9
9,500.8 9,469.7
Nuclear fuel, net 135.5 153.7
Net utility plant 9,636.3 9,623.4
Investments:
Nuclear decommissioning trust funds 307.1 260.9
Pollution control project funds 20.7 20.3
Other 20.1 21.1
Total investments 347.9 302.3
Current assets:
Cash and cash equivalents 28.8 28.8
Customer accounts receivable, net 199.0 202.7
Accrued unbilled revenues 83.6 97.4
Materials and supplies:
Plant and general 186.4 186.7
Fossil fuel 89.0 122.9
Other 88.6 104.9
Total current assets 675.4 743.4
Deferred debits and other assets:
Regulatory assets 866.7 871.0
Unamortized debt issuance costs 22.8 22.8
Other 86.0 85.0
Total deferred debits and
other assets 975.5 978.8
Total assets $11,635.1 $11,647.9
________________
The accompanying notes are an integral part of the financial
statements.
(*) The balance sheet at December 31, 1994 has been taken from
the audited financial statements at that date.<PAGE>
<PAGE 5>
VIRGINIA ELECTRIC AND POWER COMPANY
BALANCE SHEETS
LIABILITIES AND SHAREHOLDERS'EQUITY
(Unaudited)
June 30, December 31,
1995 1994
(Millions)
(*)
Long-term debt $ 3,952.0 $ 3,910.4
Preferred stock subject to
mandatory redemption 221.0 221.7
Preferred stock not subject to
mandatory redemption 594.0 594.0
Common stockholder's equity:
Common Stock 2,737.4 2,737.4
Other paid-in capital 20.4 20.4
Earnings reinvested in business 1,251.5 1,277.8
Total common stockholder's
equity 4,009.3 4,035.6
Current liabilities:
Securities due within one year 262.8 312.2
Short-term debt 39.5
Accounts payable, trade 310.0 318.3
Interest accrued 100.8 96.2
Other 179.2 222.4
Total current liabilities 892.3 949.1
Deferred credits and other
liabilities:
Accumulated deferred income taxes 1,501.9 1,466.7
Deferred investment tax credits 280.7 289.2
Deferred fuel expenses 53.7 51.5
Other 130.2 129.7
Total deferred credits and
other liabilities 1,966.5 1,937.1
Total liabilities and shareholders'
equity $11,635.1 $11,647.9
________________
The accompanying notes are an integral part of the financial
statements.
(*) The balance sheet at December 31, 1994 has been taken from
the audited financial statements at that date.
<PAGE>
<PAGE 6> VIRGINIA ELECTRIC AND POWER COMPANY
STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<S> Six Months Ended
June 30,
1995
1994
(Millions)
<C>
<C>
Cash flow from operating activities:
Net income $ 193.0 $
235.5
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 286.0
277.0
Allowance for other funds used
during construction (3.7)
(2.5)
Deferred income taxes 37.6
53.4
Deferred investment tax credits, net (8.5)
(8.5)
Noncash return on terminated construction
project costs - pretax (4.4)
(5.3)
Deferred fuel expenses 2.2
(19.2)
Deferred capacity expenses (16.2)
34.0
Changes in:
Accounts receivable (24.6)
4.2
Accrued unbilled revenues 2.2
(13.0)
Materials and supplies 34.1
20.2
Accounts payable, trade (8.3)
(2.2)
Accrued expenses (14.5)
(0.1)
Provision for rate refunds (12.2)
(101.7)
Other 9.6
(21.4)
Net cash flow from operating activities 472.3
450.4
Cash flow from (to) financing activities:
Long-term debt 240.0
264.0
Short-term debt 39.5
63.5
Repayment of long-term debt and
preferred stock (246.6)
(199.0)
Common Stock dividend payments (196.2)
(196.0)
Preferred stock dividend payments (23.1)
(20.5)
Other (4.7)
(4.4)
Net cash flow from (to) financing activities (191.1)
(92.4)
Cash flow from (used in) investing activities:
Utility plant expenditures (excluding
AFC-other funds) (283.2)
(252.7)
Nuclear fuel (excluding AFC-other funds) (16.9)
(36.2)
Nuclear decommissioning contributions (12.3)
(12.2)
Pollution control project funds (0.4)
3.6
Sale of accounts receivable 40.0
(25.0)
Other (8.4)
(5.7)
Net cash flow (used in) investing activities (281.2)
(328.2)
Increase (decrease) in cash and cash equivalents
29.8
Cash and cash equivalents at beginning of period 28.8
21.6
Cash and cash equivalents at end of period $ 28.8 $
51.4
Cash paid during the period for:
Interest (reduced for the net cost of
borrowed funds capitalized as AFC) $ 156.4 $
156.6
Income taxes 96.0
73.1
</TABLE>
________________
The accompanying notes are an integral part of the financial
statements.<PAGE>
<PAGE 7>
VIRGINIA ELECTRIC AND POWER COMPANY
NOTES TO FINANCIAL STATEMENTS
(a) In the opinion of the management of Virginia Electric and
Power Company the accompanying unaudited financial statements
contain all adjustments, consisting of only normal recurring
accruals, necessary to present fairly the financial position as
of June 30, 1995, the results of operations for the three- and
six-month periods ended June 30, 1995 and 1994, and the cash
flows for the six-month periods ended June 30, 1995 and 1994.
Certain amounts in the 1994 financial statements have been
reclassified to conform to the 1995 presentation.
The results of operations for the interim period are not
necessarily indicative of the results to be expected for the full
year.
These financial statements should be read in conjunction
with the financial statements, and notes thereto, included in the
Company's Annual Report on Form 10-K for the year ended December
31, 1994.
(b) Contingencies
Nuclear Insurance
The Price-Anderson Act limits the total public liability of
owners of nuclear power plants to $8.9 billion for a single
nuclear incident. The Company is a member of certain insurance
programs that provide coverage for property damage to members'
nuclear generating plants, replacement power and liability in the
event of a nuclear incident. The Company may be subject to
retrospective premiums in the event of major incidents at nuclear
units owned by covered utilities (including the Company). For
additional information, see Note C to FINANCIAL STATEMENTS
included in the Company's Annual Report on Form 10-K for the year
ended December 31, 1994.
Involuntary Separation Program
The Company has established a comprehensive involuntary
severance package for employees who lose their jobs as a result
of Vision 2000 initiatives. Under the terms of the severance
program, employees who are affected will generally receive two
months of paid administrative leave and up to eighteen months of
severance pay and other benefits. The Company is recognizing the
cost associated with the program in accordance with Emerging
Issues Task Force Consensus No. 94-3.
(c) As of June 30, 1995, there were 2,217,319 and 5,940,140
issued and outstanding shares of preferred stock subject to
mandatory redemption and preferred stock not subject to mandatory
redemption, respectively. There are a total of 10,000,000
authorized shares of the Company's preferred stock.
<PAGE>
<PAGE 8>
VIRGINIA ELECTRIC AND POWER COMPANY
NOTES TO FINANCIAL STATEMENTS
(CONTINUED)
(d) Total federal income tax expense differs from the amount
computed by applying the statutory federal income tax rate to
pre-
pretax income for the following reasons:
Three Months Six Months
Ended June 30, Ended June 30,
1995 1994 1995 1994
(Millions, except percentages)
Federal income tax
expense at statutory
rate of 35% $40.1 $53.4 $100.3 $123.5
Increases (decreases)
resulting from:
Utility plant
differences (0.9) (0.1) (1.0) (0.4)
Ratable amortization
of investment tax
credits (4.2) (4.2) (8.5) (8.5)
Terminated construction
project costs 1.2 1.2 2.5 2.5
Other, net 0.3 0.3 0.2 0.3
(3.6) (2.8) (6.8) (6.1)
Total federal
income tax
expense $36.5 $50.6 $ 93.5 $117.4
Effective tax rate 31.9% 33.1% 32.6% 33.3%
<PAGE>
<PAGE 9>
VIRGINIA ELECTRIC AND POWER COMPANY
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Liquidity and Capital Resources
As detailed in the Statements of Cash Flows, cash flow from
operating activities for the six-month period ended June 30, 1995
increased $21.9 million, as compared to the six-month period
ended
June 30, 1994, primarily as a result of normal operations.
Cash from (to) financing activities was as follows:
Six Months Ended June 30,
1995 1994
(Millions)
Mortgage bonds $ 200.0 $ 164.0
Medium-term notes 40.0 100.0
Repayment of long-term debt
and preferred stock (246.6) (199.0)
Dividends (219.3) (216.5)
Other 34.8 59.1
Total $(191.1) $ (92.4)
Financing activities for the first six months of 1995
resulted
in a net cash outflow of $191.1 million. In the first quarter of
1995, the Company sold $200 million of First and Refunding
Mortgage
Bonds (Bonds) with an annual interest rate of 8.25%, the proceeds
of which were used primarily to replace first quarter mandatory
debt maturities totaling $185 million ($180 million of Bonds and
$5
million of Medium-Term Notes).
In the second quarter of 1995, the Company sold $40 million
of
Medium-Term Notes with an annual interest rate of 6.35%, the
proceeds of which were used to meet a portion of the Company's
capital requirements. Also during the quarter, the Company
retired, through mandatory debt maturities, $56.6 million of
Bonds
and $5 million of Medium-Term Notes.
During the second quarter of 1995, the Company filed two
shelf
registration statements with the Securities and Exchange
Commission, one for $500 million of First and Refunding Mortgage
Bonds and the other for $200 million of Medium-Term Notes, Series
F. The Company intends to issue securities from time to time to
meet capital requirements.
<PAGE>
<PAGE 10>
VIRGINIA ELECTRIC AND POWER COMPANY
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(CONTINUED)
As of June 30, 1995, net borrowings under the commercial
paper
program increased $39.5 million over December 31, 1994.
Cash from (used in) investing activities was as follows:
Six Months Ended June 30,
1995 1994
(Millions)
Utility plant expenditures $(283.2) $(252.7)
Nuclear fuel (16.9) (36.2)
Nuclear decommissioning
contributions (12.3) (12.2)
Pollution control project
funds (0.4) 3.6
Sale of accounts receivable 40.0 (25.0)
Other (8.4) (5.7)
Total $(281.2) $(328.2)
Investing activities for the first six months of 1995
resulted
in a net cash outflow of $281.2 million primarily due to $283.2
million of construction expenditures and $16.9 million of nuclear
fuel expenditures. Of the construction expenditures,
approximately
$150.2 million was spent on transmission and distribution
projects,
$93.9 million on power production projects, and $20.5 million on
new generating facilities.
Results of Operations
Balance available for Common Stock decreased for the three-
and six-month periods ended June 30, 1995, as compared to the
same
periods in 1994, primarily as a result of the milder weather
experienced in the first six months of 1995.
<PAGE>
<PAGE 11>
VIRGINIA ELECTRIC AND POWER COMPANY
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(CONTINUED)
Operating Revenues
Operating revenues changed primarily due to the following:
Three Months Ended Six Months Ended
June 30, June 30,
1995 vs. 1994 1995 vs. 1994
(Millions)
Customer growth $ 21.1 $ 47.0
Weather (18.4) (92.9)
Change in base revenues (20.3) 3.3
Fuel cost recovery 6.2 17.5
Other, net (0.8) (7.5)
Total retail (12.2) (32.6)
Sales for resale (7.4) (11.3)
Other operating revenues 0.5 (1.1)
Total revenues $(19.1) $(45.0)
Customer kilowatt-hour sales changed as follows:
Three Months Ended Six Months Ended
June 30, June 30,
1995 vs. 1994 1995 vs. 1994
Residential 0.0% (6.4)%
Commercial 0.4 0.1
Industrial 1.8 3.2
Public authorities (0.4) 0.2
Total retail sales 0.4 (1.8)
Resale (7.6) (4.6)
Total sales (0.4) (2.1)
Base revenues were lower for the three-month period ended
June
30, 1995 as compared to the same period in 1994, primarily as a
result of a rate reduction applicable to county and municipal
customers.
The decrease in kilowatt-hour retail sales for the six-month
period ended June 30, 1994 reflects the milder weather
experienced
in the first six months of 1995. For the first six months of
1995,
as compared to the same period in 1994, the number of actual
cooling degree days was 25.8 percent lower and the number of
actual
heating degree days was 9.9 percent lower.
<PAGE>
<PAGE 12>
VIRGINIA ELECTRIC AND POWER COMPANY
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(CONTINUED)
The decrease in sales for resale for the three- and
six-month
periods ended June 30, 1995, as compared to the same period in
1994, was primarily due to milder weather experienced by other
utilities in surrounding regions.
Operation - Other
Operation - other increased for the three- and six-month
periods ended June 30, 1995, as compared to the same period in
1994, primarily as a result of the acquisition of the North
Branch
Power Station in December of 1994, higher administrative and
general expenses in 1995 and the recognition of insurance refunds
in 1994, partially offset by a decrease in payroll costs due to a
reduction in staffing levels.
Income Taxes-Operating
Income taxes-operating decreased for the three- and
six-month
periods ended June 30, 1995, as compared to the same period in
1994, primarily as a result of lower income subject to tax.
Contingencies
For information on contingencies, see Note (b) to FINANCIAL
STATEMENTS.
<PAGE>
<PAGE 13>
VIRGINIA ELECTRIC AND POWER COMPANY
PART II. - OTHER INFORMATION
Item 1. Legal Proceedings
In reference to the arbitration between Virginia Power and
Smith Cogeneration of Virginia, Inc., Virginia Power filed its
Comments on the Report of the Arbitrator on March 31, 1995, and
Smith Cogeneration filed its response May 1, 1995. Virginia Power
filed its reply on May 15, 1995 and awaits a ruling from the
Virginia State Corporation Commission (the Virginia Commission).
In reference to the proceeding before the Virginia
Commission into the holding company structure and the
relationship between Dominion Resources and Virginia Power, on
May 9, 1995 the Virginia Commission accepted the recommendations
of the Commission s Staff regarding the CSX Transportation, Inc.
(CSXT) contract and entered an order in which it directed
Virginia Power (a) to credit its deferred fuel account in the
amount of $8.3 million immediately, (b) to initiate contract
negotiations with CSXT and pursue other alternatives to reduce
coal transportation charges, and (c) to make semi-annual reports
of its cost reduction efforts. The order directed the Staff and
the parties to address post-May 31, 1994 excessive fuel costs, if
any, related to the coal transportation contract with CSXT in
future fuel factor or similar proceedings. The Company recorded
a regulatory liability of $10.5 million ($8.3 million Virginia
jurisdiction) at December 31, 1994, and initiated contract
negotiations with CSXT on April 12, 1995.
On July 5, 1995, the Virginia Commission entered an order
inviting Dominion Resources and Virginia Power to file, on or
before September 30, 1995, responses to all matters addressed in
the Final Report of the Commission s Staff dated April 12, 1995.
Item 5. Other Information
The Company
As part of its ongoing strategic planning initiative, called
Vision 2000, the following organizational changes designed to
meet the changing electric utility environment have been
announced by the Company:
On July 1, 1995 a new Energy Services Business Unit was
formed to develop and market new products and services to
industrial, commercial, and retail customers.
<PAGE>
<PAGE 14>
VIRGINIA ELECTRIC AND POWER COMPANY
PART II. - OTHER INFORMATION
(CONTINUED)
In order to save cost and improve customer service, the
Company announced, on July 25, 1995, the phased closing of its 36
local business offices which handle in-person bill payments and
customer inquiries. In the future, those payments will be made
through a third-party payment network and customer inquiries will
be handled at regional Customer Service Centers, providing
improved customer convenience.
Rates
Virginia
On July 18, 1995, the Virginia Commission instituted an
investigation regarding spent nuclear fuel disposal. It has
directed interested parties to provide comments on legal and
public policy issues related to spent nuclear fuel storage and
disposal, including, but not limited to, whether to allow
utilities to recover from ratepayers some or all money paid to
the Nuclear Waste Fund established by the Nuclear Waste Policy
Act of 1982, whether to establish an escrow account for spent
nuclear fuel storage and/or disposal, and whether utilities
should develop their own plans for storage and disposal of spent
nuclear fuel. Comments are to be filed with the Virginia
Commission no later than October 31, 1995. The Commission s
Order Establishing Investigation recites that Virginia Power has
paid $343.6 million to the Nuclear Waste Fund through 1994,
including $22.8 million in 1994, and that future payments could
exceed $400 million assuming its North Anna and Surry reactors
continue to operate through the end of their existing operating
licenses.
In reference to Virginia Power's 1992 Virginia rate case
before the Virginia Commission, on May 19, 1995 a group of
industrial cogenerators filed for a Writ of Certiorari with the
United States Supreme Court asking that the Court reverse the
Virginia Supreme Court s affirmance of the holding of the
Virginia Commission disallowing recovery of the gross receipts
tax component of certain purchased power payments.
North Carolina
In reference to Virginia Power's 1992 rate case before the
North Carolina Utilities Commission, on May 15,1995 Virginia
Power filed for a Writ of Certiorari with the United States
Supreme Court asking that the Court reverse the holding of the
North Carolina Supreme Court affirming the NCUC s disallowance of
recovery of certain capacity payments to a cogenerator.
<PAGE>
<PAGE 15>
VIRGINIA ELECTRIC AND POWER COMPANY
PART II. - OTHER INFORMATION
(CONTINUED)
Competition
In reference to the plans of the City of Falls Church,
Virginia, to pursue the establishment of a municipal electric
system, on May 24,1995 the Virginia Commission, in response to a
communication from the Mayor of Falls Church asserting that the
Commission has no jurisdiction over the City, issued an order
finding that it has jurisdiction over municipalities when the
condemnation of utility property is involved, and that the
communication from the City was not an appropriate answer to
Virginia Power s Petition. The City responded on June 27, 1995
with another letter from its Mayor which stated that the
Commission has no jurisdiction over the City because it is only
studying utility matters within the City. The City did not
respond to Virginia Power s earlier franchise proposal on or
before the proposed effective date of July 1, 1995, and Virginia
Power withdrew that proposal on July 3, 1995.
On August 2, 1995 the Company filed a Motion for Summary
Judgement with the Virginia Commission asking the Commission to
declare that the municipalization plans of Falls Church will be
unlawful without the Commission s approval and to enjoin Falls
Church from taking any further steps to interfere with the
Company s property or its provision of service to it s customers
within the City.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
3(i) - Restated Articles of Incorporation, as amended, as in
effect on September 12, 1994 (Exhibit 3(i), Form 8-K dated
October 19, 1994, File No. 1-2255, incorporated by
reference).
3(ii) - Bylaws, as amended, as in effect on December 31,
1994 (Exhibit 3(ii), Form 10-K for the fiscal year ended
December 31, 1994, File No. 1-2255, incorporated by
reference).
4(i) - Indenture of Mortgage of the Company, dated November
1, 1935, as supplemented and modified by fifty-eight
Supplemental Indentures, Exhibit 4(ii), Form 10-K for
the fiscal year ended December 31, 1985, File No. 1-2255,
<PAGE>
<PAGE 16>
VIRGINIA ELECTRIC AND POWER COMPANY
PART II. - OTHER INFORMATION
(CONTINUED)
incorporated by reference; Fifty-Ninth Supplemental
Indenture, Exhibit 4(ii), Form 10-Q for the quarter ended
March 31, 1986, File No. 1-2255, incorporated by reference;
Sixtieth Supplemental Indenture, Exhibit 4(ii), Form 10-Q for
the quarter ended September 30, 1986, File No. 1-2255,
incorporated by reference; Sixty-First Supplemental
Indenture, Exhibit 4(ii), Form 10-Q for the quarter ended
June 30, 1987, File No.1-2255, incorporated by reference;
Sixty-Second Supplemental Indenture, Exhibit 4(ii), Form 8-K,
dated November 3, 1987, File No. 1-2255, incorporated by
reference; Sixty-Third Supplemental Indenture, Exhibit 4(i),
Form 8-K, dated June 8, 1988, File No. 1-2255, incorporated
by reference; Sixty-Fourth Supplemental Indenture, Exhibit
4(i), Form 8-K, dated February 8, 1989, File No. 1-2255,
incorporated by reference; Sixty-Fifth Supplemental
Indenture, Exhibit 4(i), Form 8-K, dated June 22, 1989, File
No. 1-2255, incorporated by reference; Sixty-Sixth
Supplemental Indenture, Exhibit 4(i),Form 8-K, dated February
27, 1990, File No. 1-2255, incorporated by reference; Sixty-
Seventh Supplemental Indenture, Exhibit 4(i), Form 8-K, dated
April 2, 1991, File No. 1-2255, incorporated by reference;
Sixty-Eighth Supplemental Indenture, Exhibit 4(i), Sixty-
Ninth Supplemental Indenture, Exhibit 4(ii) and Seventieth
Supplemental Indenture, Exhibit 4(iii), Form 8-K, dated
February 25, 1992, File No. 1-2255, incorporated by
reference; Seventy-First Supplemental Indenture, Exhibit 4(i)
and Seventy-Second Supplemental Indenture, Exhibit 4 (ii),
Form 8-K, dated July 7, 1992, File No. 1-2255, incorporated
by reference; Seventy-Third Supplemental Indenture, Exhibit
4(i), Form 8-K, dated August 6, 1992, File No. 1-2255,
incorporated by reference; Seventy-Fourth Supplemental
Indenture, Exhibit 4(i), Form 8-K, dated February 10, 1993,
File No. 1-2255, incorporated by reference; Seventy-Fifth
Supplemental Indenture, Exhibit 4(i), Form 8-K, dated April
6, 1993, File No. 1-2255, incorporated by reference;
Seventy-Sixth Supplemental Indenture, Exhibit 4(i), Form 8-K,
dated April 21, 1993, File No. 1-2255, incorporated by
reference; Seventy-Seventh Supplemental Indenture, Exhibit
4(i), Form 8-K, dated June 8, 1993, File No. 1-2255,
incorporated by reference; Seventy-Eight Supplemental
Indenture, Exhibit 4(i), Form 8-K, dated August 10, 1993,
File No. 1-2255, incorporated by reference; Seventy-Ninth
Supplemental Indenture, Exhibit 4(i), Form 8-K, dated August
10, 1993, File No.1-2255, incorporated by reference,
Eightieth Supplemental Indenture, Exhibit 4(i), Form 8-K,
dated October 12, 1993, File No. 1-2255, incorporated by
reference, Eighty-First Supplemental Indenture, Exhibit
4(iii), Form 10-K for the fiscal year ended December 31,
1993, File No.
<PAGE>
<PAGE 17>
VIRGINIA ELECTRIC AND POWER COMPANY
PART II. - OTHER INFORMATION
(CONTINUED)
1-2255, incorporated by reference; Eighty-Second Supplemental
Indenture, Exhibit 4(i), Form 8-K, dated January 18, 1994, File
No. 1-2255, incorporated by reference, Eighty-Third Supplement
Indenture, Exhibit 4(i), Form 8-K, dated October 19, 1994, File
No. 1-2255, incorporated by reference and Eighty-Fourth
Supplemental Indenture, Exhibit 4(i), Form 8-K dated March 22,
1995, File No. 1-2255, incorporated by reference.
4(ii) - Indenture, dated April 1, 1985, from Virginia
Electric and Power Company to Crestar Bank (formerly United
Virginia Bank) pursuant to which Medium-Term Notes, Series A
were issued (Exhibit 4(iv), Form 10-K for the fiscal year
ended December 31, 1993, File No. 1-2255, incorporated by
reference).
4(iii) - Indenture, dated as of June 1, 1986, from Virginia
Electric and Power Company to Chemical Bank pursuant to which
Medium-Term Notes, Series B were issued (Exhibit 4(v), Form
10-K for the fiscal year ended December 31, 1993, File No. 1-
2255, incorporated by reference).
4(iv) - Indenture, dated as of April 1, 1988, from Virginia
Electric and Power Company to Chemical Bank, Trustee,
pursuant to which Medium-Term Notes, Series C (Multi-
Currency) were issued as supplemented and modified by a First
Supplemental Indenture, dated as of August 1, 1989, pursuant
to which Medium-Term Notes, Series D (Multi-Currency) and
Series E were issued (Exhibit 4(vi), Form 10-K for the fiscal
year ended December 31, 1993, File No. 1-2255, incorporated
by reference).
27 - Financial Data Schedule (filed herewith).
(b) Reports on Form 8-K:
None
<PAGE>
<PAGE 18>
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
August 4, 1995
R. E. RIGSBY
R. E. Rigsby
Senior Vice President-Finance
and Controller
(Chief Accounting Officer)
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