File No. 333-2769
Rule 424(b)(2)
PROSPECTUS
DOMINION RESOURCES, INC.
6,000,000 Shares of Common Stock
(Without Par Value)
Dominion Direct Investment
Dominion Resources, Inc. (Dominion Resources) hereby offers, effective July 8,
1996, Dominion Direct Investment (Dominion Direct), a stock purchase plan
designed to promote long-term ownership among investors, especially customers
of Virginia Power and North Carolina Power, who are committed to
investing a minimum amount and building their ownership of Dominion Resources
common stock (DRI Shares) over time. Under Dominion Direct:
Non-shareholders may enroll either by investing a lump sum of $250 or
more or by committing to make monthly installment payments of $40 or more for
at least one year. You may authorize monthly automatic electronic withdrawals
(Automatic Investments) of $40 or more to be transferred from your bank
account to Dominion Direct starting in 1997.
All shareholders who hold DRI Shares in their names may purchase
shares through Dominion Direct by making either monthly or periodic
investments of $40 or more.
As a participant in Dominion Direct you may reinvest all or part of
your dividends for the purchase of additional shares, or you may receive cash
dividends on shares held in Dominion Direct.
You may deposit your Dominion Resources stock certificates with the
Administrator for safekeeping, whether or not you reinvest your dividends.
You may obtain a certificate or sell all or part of your DRI Shares
through Dominion Direct.
There are no fees to pay with Dominion Direct other than a brokerage
fee when you sell DRI Shares, which is expected to be no more than seven cents
per share.
Dominion Resources Shareholder Administration will be Administrator for
Dominion Direct (Administrator). All Dominion Direct purchases will be made at
100% of the then current market price of DRI Shares, calculated as described
herein, either newly issued from Dominion Resources or in the open market.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY
IS A CRIMINAL OFFENSE.
NO PERSONS HAVE BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY
REPRESENTATIONS OTHER THAN THOSE CONTAINED OR INCORPORATED IN THIS PROSPECTUS
AND, IF GIVEN OR MADE, SUCH INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED
UPON AS HAVING BEEN AUTHORIZED. THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFER
TO SELL OR A SOLICITATION OF AN OFFER TO BUY ANY SECURITIES OTHER THAN THOSE
TO WHICH IT RELATES, OR AN OFFER OR SOLICITATION WITH RESPECT TO THOSE
SECURITIES TO WHICH IT RELATES TO ANY PERSONS IN ANY JURISDICTION WHERE SUCH
OFFER OR SOLICITATION WOULD BE UNLAWFUL. THE DELIVERY OF THIS PROSPECTUS AT
ANY TIME DOES NOT IMPLY THAT THE INFORMATION CONTAINED OR INCORPORATED HEREIN
AT ITS DATE IS CORRECT AS OF ANY TIME SUBSEQUENT TO ITS DATE.
THE DATE OF THIS PROSPECTUS IS May 17, 1996.
<PAGE>
AVAILABLE INFORMATION
Dominion Resources is subject to the informational requirements of the
Securities Exchange Act of 1934, as amended (the 1934 Act) and, in accordance
therewith, files reports and other information with the Securities and
Exchange Commission (the SEC). Such reports, proxy statements and other
information filed by Dominion Resources can be inspected and copied at
prescribed rates at the public reference facilities maintained by the SEC at
450 Fifth Street, N.W., Room 1024, Washington, D.C. 20549, and at
the following Regional Offices: Chicago Regional Office, 500 West Madison
Street, Suite 1400, Chicago, Illinois 60661; Los Angeles Regional Office, 5757
Wilshire Boulevard, Suite 500 East, Los Angeles, California 90036; and New
York Regional Office, 7 World Trade Center, 13th Floor, New York, New York
10048. Copies of such material also can be obtained from the Public Reference
Section of the SEC, Washington, D.C. 20549, at prescribed rates. DRI Shares
are listed on the New York Stock Exchange. Reports, proxy statements and other
information concerning Dominion Resources can be inspected at the
office of the New York Stock Exchange at Room 401, 20 Broad Street, New York,
New York 10005.
INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE
There are hereby incorporated in and made a part of this Prospectus by
reference the following documents filed with the SEC pursuant to the 1934 Act.
1. Dominion Resources' Annual Report on Form 10-K for the fiscal year
ended December 31, 1995.
2. Dominion Resources' Quarterly Report on Form 10-Q for the quarter
ended March 31, 1996.
3. The description of the class of securities to be offered, which is
contained in Dominion Resources' registration statement on Form 8-B (Item 4),
dated April 29, 1983, including any amendment or report filed for the purpose
of updating such description.
All documents filed by Dominion Resources pursuant to Section 13(a), 13(c),
14 or 15(d) of the 1934 Act after the date of this Prospectus and prior to the
termination of the offering of the DRI Shares pursuant hereto shall be deemed
to be incorporated in this Prospectus by reference and to be a part hereof
from the date of filing of such documents.
DOMINION RESOURCES HEREBY UNDERTAKES TO PROVIDE WITHOUT CHARGE TO EACH
PERSON TO WHOM A COPY OF THIS PROSPECTUS HAS BEEN DELIVERED, ON THE WRITTEN OR
ORAL REQUEST OF ANY SUCH PERSON, A COPY OF ANY OR ALL OF THE DOCUMENTS
REFERRED TO ABOVE WHICH HAVE BEEN OR MAY BE INCORPORATED IN THIS PROSPECTUS BY
REFERENCE, OTHER THAN EXHIBITS TO SUCH DOCUMENTS. WRITTEN OR ORAL REQUESTS
FOR SUCH COPIES SHOULD BE DIRECTED TO THE CORPORATE SECRETARY, DOMINION
RESOURCES, INC., P.O. BOX 26532, RICHMOND, VIRGINIA 23261-6532, TELEPHONE
(804) 775-5700.<PAGE>
ABOUT DOMINION RESOURCES
Dominion Resources, Inc. is a holding company headquartered in Richmond,
Virginia. Its primary business is an electric utility which operates as
Virginia Power in Virginia and as North Carolina Power in North Carolina.
It also operates business subsidiaries active in independent power production
domestically and in Latin America; in the acquisition and sale of natural gas
reserves; in financial services, and in real estate. More than 350,000
individuals and institutions hold, directly or indirectly, shares of Dominion
Resources, which trades on the New York Stock Exchange (NYSE) under the
symbol "D".
DOMINION DIRECT INVESTMENT
Purpose
Dominion Direct is a stock purchase plan designed to promote long-term ownership
among investors, especially customers of Virginia Power and North Carolina
Power, who are committed to investing a minimum amount and building their
ownership of DRI Shares over time.
Administration
Dominion Resources Shareholder Administration will administer Dominion Direct
by responding to inquiries from participants, maintaining records, sending
statements of accounts, and performing other duties related to Dominion
Direct. The Administrator will also administer the nominee account in which
DRI Shares will be held for the benefit of Dominion Direct participants. An
independent agent appointed by the Administrator will be responsible for
purchasing and selling DRI Shares in the open market. Dominion Resources
believes its serving as Administrator to Dominion Direct rather than a
registered broker-dealer or federally insured bank poses no material risk to
any participating investor.
Eligibility
Any person who resides in the U.S. or any legal entity that resides in the U.S.
is eligible to participate in Dominion Direct. For foreign investors,
participation is limited to shareholders and Dominion Resources employees
whose participation would not violate applicable laws and regulations.
Regulations in certain countries may limit or prohibit participation in
Dominion Direct. Therefore, if you reside outside the U.S. and wish to
participate in Dominion Direct, you should first determine whether you are
subject to any governmental regulations affecting your participation.
Enrollment Procedures
Shareholders
Dominion Direct continues and expands the Dominion Resources Automatic
Dividend Reinvestment and Stock Purchase Plan. If you participate in that
plan, you will be automatically enrolled in Dominion Direct. However, if
you desire to change your participation in any way, you must file a change
form with the Administrator.
Any other registered shareholder may join Dominion Direct by returning a
completed Enrollment Form.
Non-shareholders
You may join Dominion Direct by returning a completed Enrollment Form along
with an investment of $250 or more or by committing to make installment
investments of $40 or more a month for at least one year. Authorization
for Automatic Investments of $40 or more per month will be available
starting in 1997. See Methods of Investment--Automatic Payments on page 3.
"Street Name" Holders
As a beneficial owner of DRI Shares held on your behalf by a bank, broker, or
agent you must complete and return an Enrollment Form along with a check
for $250 or more (made payable to "Dominion Resources, Inc.") before you
can purchase DRI Shares through Dominion Direct. You also may enroll in
Dominion Direct by committing to make installment investments of $40 or
more a month for at least one year. A completed Enrollment Form should be
returned with your first payment.
At this time, if your shares are held in "street-name" you cannot
reinvest dividends from these shares through Dominion Direct. However,
you may transfer DRI Shares to a Dominion Direct account by instructing
your agent to register the shares in your name and deliver a certificate
to you. See Safekeeping on page 5.
Methods of Investment
Once enrolled, you may make either monthly or periodic investments. All monies
to purchase DRI Shares through Dominion Direct must be received by or drawn
from your account two business days prior to the date on which DRI Shares are
purchased. If this deadline is not met, the funds will be held until the
next purchase date. No interest will be paid on amounts held by the
Administrator pending investment. See Purchases on page 4.
Your investment must be made in U.S. dollars. Dominion Resources will not
accept investments of more than $100,000 per quarter. For the purpose of
applying this limit, all investments during any quarter (including initial
and ongoing investments, but excluding dividend reinvestment) are aggregated.
Monthly Installment Investments
You must commit to make monthly installment payments of $40 or more for at
least one year when buying your first DRI Shares through Dominion Direct.
You may increase your monthly investment amount at any time.
Payments By Mail - Mail your check or money order made payable to "Dominion
Resources, Inc." together with the Investment Coupon that is attached to
your monthly confirmation of transactions. Please do not send cash.
Automatic Payments - Starting in 1997, you may make your monthly invest-
ments by electronic funds transfer. Automatic Investment may be made
from accounts at any U.S. bank, savings association, credit union, or
other financial institution that is a member of the National Automated
Clearing House Association (NACHA).
To initiate Automatic Investment, you must complete and sign the Automatic
Investment Form and return it to the Administrator together with a voided
blank check for the account from which funds are to be drawn. Forms will
be processed and will become effective as promptly as practicable.
Authorization to initiate, change or terminate Automatic Investment must be
received by the Administrator at least ten (10) business days preceding the
date for electronic transfer of funds.
Periodic Investments
You may make investments of $40 or more by mailing a check or money order made
payable to "Dominion Resources, Inc." together with the Investment Coupon
that is attached to your confirmation of transactions. Please do not send
cash.
Dividends
By completing a Dividend Authorization, you may select one of the following
options:
Full Dividend Reinvestment
Reinvest dividends on all certificated DRI Shares held by you and on all DRI
Shares held for you by Dominion Direct.
Partial Dividend Reinvestment
Receive a check representing cash dividends on a specified number of your DRI
Shares and reinvest the remaining dividends through your Dominion Direct
account. The shares specified to receive cash dividends may be made up of a
combination of certificated DRI Shares held by you and DRI Shares held for
you by Dominion Direct.
<PAGE>
Cash Dividends
Receive a check representing cash dividends on all certificated DRI Shares held
by you and all DRI Shares held for you by Dominion Direct.
Note: Cash investments (monthly or periodic) may be made no matter which
option you select.
If you do not specify otherwise, your DRI Shares held in Dominion Direct will be
treated as Full Dividend Reinvestment. You may change your option by
writing to the Administrator.
When you choose or change a reinvestment option, it will begin with the first
dividend payable after the dividend Record Date following your submission of a
Dividend Authorization. Dividend Record Dates are publicly announced by
Dominion Resources and are generally the first day of March, June, September
and December.
Purchases
DRI Shares purchased through Dominion Direct will, at Dominion Resources'
discretion, be either newly issued from Dominion Resources or purchased in
the open market. Open market purchases will be made by an independent agent
selected by the Administrator. Under Dominion Direct, you do not have the
ability to order the purchase of a specific number of shares, the purchase of
shares at a specified price or a particular date of purchase, as may be done
with purchases through a broker.
The price of DRI Shares purchased through Dominion Direct will be 100% of
either (i) the average of the high and low sales prices on the date of purchase,
as reported on the NYSE Composite Tape and reported in The Wall Street
Journal, if newly issued from Dominion Resources, or, (ii) the average cost
of all shares purchased for a particular purchase date, if purchased in the
open market. Due to regulatory requirements, Dominion Direct may be required
to make open market purchases over two or more consecutive business days.
Dominion Resources will pay all brokerage fees on shares purchased in the open
market. These fees are expected to be no more than seven cents per share and
will be considered as additional dividend income to you for tax purposes.
(See U. S. Federal Income Taxation on page 7.)
Shares generally will be purchased on the 5th and 20th of each month. If the
5th or 20th is on a day that the NYSE is closed, purchases will be made on
the next business day. The Administrator must receive your check or money
order two business days prior to the date on which DRI Shares are purchased.
Funds received later than two business days prior to a purchase will be held
for your account and used to purchase shares on the next purchase date.
Interest will not be paid on any investment funds held for purchase. You can
obtain a refund of any cash investment up to 48 hours prior to the purchase
of any shares by notifying the Administrator in writing. Dividend Reinvest-
ment purchases will be made on the 20th of the month in which the dividend
is paid.
You will receive a monthly confirmation of each purchase. The confirmation will
include an Investment Coupon for your use in making your next investment. In
addition, you will receive a detailed year-end statement summarizing your
Dominion Direct activity.
YOU SHOULD RETAIN YOUR YEAR-END STATEMENTS. THESE STATEMENTS PROVIDE COST BASIS
INFORMATION WHICH IS NECESSARY FOR TAX REPORTING AFTER YOU SELL YOUR DRI SHARES.
Sales
With written instructions or a completed Sale Request Form, you may sell some
or all DRI Shares held in your Dominion Direct account. The Administrator
will instruct an independent agent to sell shares at least once a week at the
then current market price of DRI Shares. A check for your sale proceeds, less
your proportionate share of the brokerage commission and withholding tax, if
any, will be mailed to you promptly. Brokerage fees are not expected to
exceed seven cents per share. Sale proceeds can, upon written instruction,
be wired to your personal bank account starting in 1997. Under Dominion
Direct, you do not have the ability to sell shares at a specific price or on
a particular date, as may be done with sales through a broker.
Safekeeping
If you have certificates for your DRI Shares, you may deposit some or all of
them in a Dominion Direct account for safekeeping. By using Dominion Direct
as a safekeeping service, shareholders no longer bear the risk and cost
associated with the loss, theft, or destruction of stock certificates. If
certificates are lost or stolen, you cannot sell or transfer them without
first obtaining replacement certificates. This process could take several
weeks and result in cost and paperwork, both for you and for Dominion
Resources. Certificates deposited in a Dominion Direct account may be
conveniently sold or transferred.
To deposit certificates in Dominion Direct, you should send your certificates by
registered and insured mail to the Administrator with a completed and signed
Letter of Transmittal which you can obtain by contacting the Administrator.
You should not endorse the certificates or complete the assignment section.
Dividends on DRI Shares held in a Dominion Direct account for safekeeping can be
either reinvested or paid in cash (see Dividends on page 3). However, if you
do not specify how dividends should be paid, the dividends will automatically be
reinvested. You can change your reinvestment option by notifying the
Administrator in writing.
Stock Certificates
All DRI Shares purchased through Dominion Direct will be held in a nominee
account for Dominion Direct participants in book-entry form. You can,
without charge, obtain a certificate for all or part of the whole shares
credited to your account by making a request in writing to the Administrator.
Any certificate issued from your account will be issued in the name or names
in which the account is maintained, unless otherwise instructed. If the
certificate is to be issued in a name other than that on your account, the
shares must first be transferred. (See Transfers below.)
Closing Accounts
You may close your Dominion Direct account by giving written notice to the
Administrator or by completing and returning the appropriate section of the
Withdrawal Form that is attached to your monthly confirmation of transactions.
Based on your instructions, the Administrator will close your Dominion Direct
account and will either (i) send you a certificate for the number of whole
shares held in your Dominion Direct account and a check for the value of any
fractional share (based on the then current market price of DRI Shares, less
applicable brokerage fees); or (ii) sell all shares held in your Dominion
Direct account (see Sales on page 4).
Requests to close a Dominion Direct account will be processed by the Admini-
strator at least once a week. If a request is received on or after an ex-
dividend date but before the related dividend payment date, the withdrawal
will be processed as described above and a separate dividend check will be
mailed to you as soon as practicable following the payment date.
Dominion Resources reserves the right to terminate accounts with less than
five (5) DRI Shares by selling the shares as described under Sales on page 4.
Transfers
Shareholders may transfer the ownership of some or all of their DRI Shares by
sending the Administrator written, signed transfer instructions. Signatures
must be Medallion Guaranteed by a financial institution participating in the
Medallion Guarantee program.
A new Dominion Direct account will be opened only with a transfer of five (5)
shares or more.
Confirmation of Account Activity
Once you have established a Dominion Direct account, you will receive
confirmations of any account activity, including reinvested dividends.
Confirmations will be mailed monthly, if applicable, and will include an
Investment Coupon and a Withdrawal Form. You also will receive an annual
statement summarizing all activity in your account for that year.
STOCK SPLITS; STOCK DIVIDENDS; OTHER DISTRIBUTIONS
In the event dividends are paid in DRI Shares, or if DRI Shares are distri-
buted in connection with any stock split or similar transaction, each account
shall be adjusted to reflect the receipt of the DRI Shares so paid or
distributed.
YOUR RIGHTS AS A PARTICIPANT
All DRI Shares purchased and/or held in your Dominion Direct account will be
held in a nominee name, and administered by the Administrator, as custodian.
Cash held for your account pending investment will be held in a segregated
account and will not be commingled with funds of Dominion Resources (although
funds held for participants will be commingled with funds held for other
participants.) You will receive all reports distributed to Dominion
Resources' shareholders, as well as proxy materials, including a proxy
covering all DRI Shares held in your Dominion Direct account,
relating to any annual or special meeting of Dominion Resources' common
shareholders. DRI Shares held in a Dominion Direct account will be voted as
and to the extent specified thereon by you. If a proxy with respect to your
Dominion Direct account is not received by the Administrator prior to the
fifth day before a shareholder meeting, the Administrator will vote them in
accordance with the recommendations of Dominion Resources' management.
RESPONSIBILITY OF THE ADMINISTRATOR AND DOMINION RESOURCES
You should recognize that neither Dominion Resources nor the Administrator can
assure a profit or protect against a loss on DRI shares purchased under Dominion
Direct. The establishment and maintenance of Dominion Direct by Dominion
Resources does not constitute an assurance with respect to either the value
of DRI Shares or whether Dominion Resources will continue to pay dividends on
DRI Shares or at what rate.
In acting under the terms and conditions of Dominion Direct as described in this
Prospectus, neither Dominion Resources nor any of its agents or subsidiaries
shall be liable with respect to the price at which DRI Shares are purchased
for your account or with respect to any fluctuation in the market value
before or after the purchase of DRI Shares.
MODIFICATION OR TERMINATION OF DOMINION DIRECT
Dominion Resources may modify or terminate Dominion Direct at any time and,
in such event, you will be notified in writing. No modification or
termination will affect previously executed transactions. The Administrator
also reserves the right to change any administrative procedures of Dominion
Direct, except that it will not waive the limitation on investments set
forth in METHODS OF INVESTMENT on page 3.
INTERPRETATION OF DOMINION DIRECT
Dominion Resources may in its absolute discretion interpret and regulate
Dominion Direct as deemed necessary or desirable in connection with the
operation of Dominion Direct and resolve questions or ambiguities concerning
the various provisions of Dominion Direct. Dominion Resources retains the
right to waive strict compliance with terms of Dominion Direct at any time.
GOVERNING LAW
Dominion Direct shall be governed by and construed in accordance with the
laws of the Commonwealth of Virginia.
CHANGE OF ELIGIBILITY; TERMINATION
The Administrator will from time to time review the status of participants to
determine whether they continue to be eligible to participate in Dominion
Direct. If the Administrator determines that you no longer qualify in any of
the categories listed under Eligibility on page 2, or if Dominion Direct is
terminated for any reason whatsoever, the Administrator will notify you in
writing. Not later than 30 days following such notice, the Administrator
will either (i) send you a certificate for the number of whole DRI Shares
held in your Dominion Direct account and a check for the value of any
fractional share (based on the then current market price, less
applicable brokers fees); or (ii) sell all DRI Shares in your Dominion Direct
account in the manner described under Sales on page 4. If a Dominion Direct
account consists of less than five (5) DRI Shares, the Administrator may
close such account by notifying you in writing, selling the shares as
described above under Sales on page 4.
U.S. FEDERAL INCOME TAXATION
Dividends paid or reinvested under Dominion Direct will be taxable to you as
dividend income. This amount will include any brokerage fees paid by Dominion
Resources on shares purchased in the open market.
Your tax basis in DRI Shares will equal your original investment plus any
reinvested dividends. The holding period for such shares will begin the day
after any purchase date. You will receive an annual statement from the
Administrator indicating the amount of dividends reported to the U.S.
Internal Revenue Service (IRS).
You will not realize gain or loss for U.S. Federal income tax purposes upon the
transfer of DRI Shares to Dominion Direct or the withdrawal of whole DRI
Shares from Dominion Direct. You will, however, generally realize gain or loss
upon the sale of DRI Shares (including the receipt of cash for a fractional
share) held in Dominion Direct.
Dominion Direct participants who are non-resident aliens or non-U.S. entities
generally are subject to a withholding tax on dividends paid on DRI Shares
held in Dominion Direct. The Administrator is required to withhold from
dividends paid the appropriate amount determined in accordance with IRS
regulations. Where applicable, this withholding tax is determined by treaty
between the U.S. and the country in which such participant resides.
Accordingly, the amount of any dividends, net of the applicable withholding
tax, will be credited to your Dominion Direct account for investment in
additional DRI Shares.
The foregoing does not purport to be a comprehensive summary of all of the tax
considerations that may be relevant to you in Dominion Direct. In addition,
special tax considerations may apply to certain participants. Therefore, you
are urged to consult your tax advisors regarding the consequences of
participation in Dominion Direct.
USE OF PROCEEDS
Dominion Resources will receive proceeds from the purchase of DRI Shares through
Dominion Direct only to the extent that such purchases are made directly from
Dominion Resources, and not from open market purchases. Proceeds received by
Dominion Resources from such purchases will be added to the general funds of
Dominion Resources and will be used to meet its capital requirements and the
capital requirements of its subsidiaries.
LIMITATION OF LIABILITY AND INDEMNIFICATION UNDER THE SECURITIES ACT
Neither Dominion Resources nor the Administrator will be liable for any act done
in good faith or for any good faith omission to act, including without
limitation, the failure to terminate your account upon your death prior to
receipt of notice in writing of such death, or any act or omission to act
with respect to the prices at which DRI Shares are purchased or sold for your
account or the times at which such purchases or sales are made. It is the
opinion of the SEC that the foregoing limitation of liability will not extend
to violations of federal securities laws.
Except in limited circumstances, Dominion Resources is required by provisions
in its Articles of Incorporation to indemnify its directors and officers
against liability incurred by them as a result of their service in those
capacities. Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers or persons
controlling Dominion Resources pursuant to the foregoing provisions, Dominion
Resources has been informed that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the
Act and is therefore unenforceable.
PLAN OF DISTRIBUTION
DRI Shares offered through Dominion Direct will be newly issued from Dominion
Resources or purchased in the open market, at Dominion Resources' option.
You will be required to pay certain brokerage fees, which are expected to be
no more than seven cents per share, in connection with the sale of DRI Shares
through Dominion Direct. All other costs related to the administration of
Dominion Direct will be paid by Dominion Resources.
LEGAL MATTERS
The legality of the DRI Shares covered hereby has been passed upon by Thomas F.
Farrell, II, Esq., Vice President and General Counsel of Dominion Resources.
EXPERTS
The consolidated financial statements incorporated by reference in Dominion
Resources' Annual Report for 1995 on Form 10-K, have been audited by Deloitte &
Touche LLP, independent auditors, as stated in their report incorporated by
reference in such Form 10-K. Such consolidated financial statements are
incorporated herein by reference in reliance on such report given upon the
authority of such firm as experts in accounting and auditing.
INQUIRIES
Telephone inquiries regarding Dominion Direct accounts may be directed to the
Administrator at 1-800-552-4034 (U.S. only). Written inquiries should be
directed to Dominion Resources Shareholder Administration, Dominion Resources,
Inc., P. O. Box 26532, Richmond, Virginia 23261-6532, and should include your
Social Security number and a daytime telephone number.
<PAGE>
Prospectus
Dominion Resources, Inc.
Dominion Direct Investment
6,000,000 Shares
of Common Stock
(Without Par Value)
May 17, 1996
<PAGE>
TABLE OF CONTENTS
Available Information. . . . . . . . . . . . . . . . . . . . 1
Incorporation of Certain Documents by Reference. . . . . . . 1
About Dominion Resources . . . . . . . . . . . . . . . . . . 2
Dominion Direct Investment . . . . . . . . . . . . . . . . . 2
Purpose. . . . . . . . . . . . . . . . . . . . . . . . . . 2
Administration . . . . . . . . . . . . . . . . . . . . . . 2
Eligibility. . . . . . . . . . . . . . . . . . . . . . . . 2
Enrollment Procedures. . . . . . . . . . . . . . . . . . . 2
Shareholders. . . . . . . . . . . . . . . . . . . . . . 2
Non-shareholders. . . . . . . . . . . . . . . . . . . . 2
"Street Name" Holders . . . . . . . . . . . . . . . . . 2
Methods of Investment. . . . . . . . . . . . . . . . . . . 3
Monthly Installment Investments . . . . . . . . . . . . 3
Periodic Investments . . . . . . . . . . . . . . . . . 3
Dividends. . . . . . . . . . . . . . . . . . . . . . . . . 3
Full Dividend Reinvestment . . . . . . . . . . . . . . 3
Partial Dividend Reinvestment . . . . . . . . . . . . . 3
Cash Dividends. . . . . . . . . . . . . . . . . . . . . 4
Purchases . . . . . . . . . . . . . . . . . . . . . . . . 4
Sales. . . . . . . . . . . . . . . . . . . . . . . . . . . 4
Safekeeping. . . . . . . . . . . . . . . . . . . . . . . . 5
Stock Certificates . . . . . . . . . . . . . . . . . . . . 5
Closing Accounts . . . . . . . . . . . . . . . . . . . . . 5
Transfers. . . . . . . . . . . . . . . . . . . . . . . . . 5
Confirmation of Account Activity . . . . . . . . . . . . . 5
Stock Splits; Stock Dividends; Other Distributions . . . . . 5
Your Rights as a Participant . . . . . . . . . . . . . . . . 6
Responsibility of the Administrator and Dominion Resources . 6
Modification or Termination of Dominion Direct . . . . . . . 6
Interpretation of Dominion Direct. . . . . . . . . . . . . . 6
Governing Law. . . . . . . . . . . . . . . . . . . . . . . . 6
Change of Eligibility; Termination . . . . . . . . . . . . . 6
U.S. Federal Income Taxation . . . . . . . . . . . . . . . . 7
Use of Proceeds. . . . . . . . . . . . . . . . . . . . . . . 7
Limitation of Liability and Indemnification Under the
Securities Act . . . . . . . . . . . . . . . . . . . . . . 7
Plan of Distribution . . . . . . . . . . . . . . . . . . . . 7
Legal Matters. . . . . . . . . . . . . . . . . . . . . . . . 7
Experts . . . . . . . . . . . . . . . . . . . . . . . . . 8
Inquiries. . . . . . . . . . . . . . . . . . . . . . . . . . 8
