As filed with the Securities and Exchange Commission on September 22, 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 (I.R.S. Employer Identification No.)
incorporation or organization)
120 TREDEGAR STREET, RICHMOND, VIRGINIA 23219
(Address of principal executive office, including zip code)
DOMINION RESOURCES, INC.
EMPLOYEE SAVINGS PLAN AND HOURLY EMPLOYEE SAVINGS 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*
Amount Proposed Proposed Amount of
Title of Securities to to be Maximum Maximum Registration
be Registered Registered Offering Price Aggregate Fee
Per Share Offering
Price
Common Stock, without
par value
Employee Savings Plan. . . . . 3,333,333 $46.3125 $231,562,500 $64,374.38
shares
Hourly Employee Savings Plan . 1,666,667
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 September 17, 1999.
Dominion Resources, Inc. is registering an additional 5,000,000 shares of
common stock, without par value, relating to an earlier filed employee
benefit plan, the Dominion Resources, Inc. Employee Savings Plan/Hourly
Employee Savings Plan (the Plans), File No. 333-09167, registering 2,000,000
shares of common stock under the Plans (filing fee paid $25,863) 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(i) -- Consent of Deloitte & Touche LLP (filed herewith).
23(ii) -- Consent of James F. Stutts (included in Exhibit 5).
24 -- Powers of Attorney (included on the signature page of the Form
S-8 and incorporated herein by reference).
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 22nd
day of September, 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 22nd of September, 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
/s/JOHN B. BERNHARDT
John B. Bernhardt Director
/s/THOS. E. CAPPS
Thos. E. Capps Chairman of the Board of Directors,
President and Chief Executive Officer
/s/J. W. HARRIS
J. W. Harris Director
/s/BENJAMIN J. LAMBERT, III
Benjamin J. Lambert, III Director
Signature Title
/s/RICHARD L. LEATHERWOOD
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)
Pursuant to the requirements of the Securities Act of 1933, the Dominion
Resources, Inc. Employee Savings Plan and the Dominion Resources, Inc. Hourly
Employee Savings Plan committee members have duly caused this registration
statement to be signed on their behalf by the undersigned, thereunto duly
authorized in the City of Richmond, Commonwealth of Virginia, on the 22nd
day of September, 1999.
Dominion Resources, Inc. Employee Savings Plan
Dominion Resources, Inc. Hourly Employee Savings Plan
By /s/THOMAS N. CHEWNING
Thomas N. Chewning, Member of the Committee
Pursuant to the requirements of the Securities Act of 1933, this registra-
tion statement has been signed below on the 22nd day of September, 1999, by
the members of the Committee for the administration of the Dominion
Resources, Inc. Employee Savings Plan and the Dominion Resources, Inc.
Hourly Employee Savings Plan.
Signature Title
/s/JAMES A. WHITE Chairman
James A. White
/s/JOHN A. SHAW Member
John A. Shaw
/s/THOMAS N. CHEWNING Member
Thomas N. Chewning
/s/J. L. TRUEHEART Member
J. L. Trueheart
/s/M. S. BOLTON, JR. Member
M. S. Bolton, Jr.
EXHIBIT INDEX
Sequentially
Exhibit No. Exhibit Number Page
5 Opinion of James F. Stutts, Vice President and General
Counsel of Dominion Resources, Inc. (filed herewith).
23(i) Consent of Deloitte & Touche LLP (filed herewith).
23(ii) Consent of James F. Stutts, Vice President and General
Counsel of Dominion Resources, Inc. (contained in Exhibit 5).
24 Powers of attorney (on the signature page of this Form S-8 and
incorporated herein by reference).
Exhibit 5
September 22, 1999
Dominion Resources, Inc.
P. O. Box 26532
Richmond, Virginia 23261
Ladies and Gentlemen:
With respect to the Registration Statement on Form S-8 of Dominion Resources,
Inc. (the Company) in connection with the registration of 5,000,000 shares of
common stock, without par value, (Common Stock) reserved for issuance pursuant
to the Dominion Resources, Inc. Employee Savings Plan and Hourly Employee
Savings Plan (the Plans), I am of the opinion that the Common Stock when
issued in accordance with the terms and provisions of the Plans will be duly
authorized, legally issued, fully paid and nonassessable.
This opinion is limited to the laws of the Commonwealth of Virginia, and I
disclaim any opinion as to the laws of any other jurisdiction. I further
disclaim any opinion as to any statute, rule, regulation, ordinance,
order or other promulgation of any other jurisdiction or any regional or
local governmental body or as to any related judicial or administrative
opinion. I express no opinion as to the applicable choice of law
provisions contained in the Plans.
This opinion is rendered to you in connection with the issuance of the Common
Stock and is solely for your benefit. This opinion may not be relied upon by
any other person, firm, corporation or other entity for any purpose, without
prior written consent.
I hereby consent to the filing of this opinion as Exhibit 5 to the Registration
Statement.
Very truly yours,
/s/JAMES F. STUTTS
James F. Stutts, Esq.
Vice President and General Counsel
Dominion Resources, Inc.
Exhibit 23(i)
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in this Registration Statement of
Dominion Resources, Inc. on Form S-8 of our reports dated February 8, 1999
(February 22, 1999 as to Note X) and May 14, 1999 appearing in the Annual
Report on Form 10-K of Dominion Resources, Inc. for the year ended December
31, 1998 and in the Annual Reports on Form 11-K of Dominion Resources, Inc.
Employee Savings Plan and Virginia Power's Hourly Employee Savings Plan for
the year ended December 31, 1998, respectively.
DELOITTE & TOUCHE LLP
Richmond, Virginia
September 21, 1999
