Exhibit H
Proposed Form Of Notice
SECURITIES AND EXCHANGE COMMISSION
(Release No. 35-_____)
Filings under the Public Utility Holding Company Act of 1935, as amended ("Act")
__, 2001
Notice is hereby given that the following filing(s) has/have been made with
the Commission pursuant to provisions of the Act and rules promulgated
thereunder. All interested persons are referred to the application(s) and/or
declaration(s) for complete statements of the proposed transaction(s) summarized
below. The application(s) and/or declaration(s) and any amendments thereto
is/are available for public inspection through the Commission's Office of Public
Reference. Interested persons wishing to comment or request a hearing on the
application(s) and/or declaration(s) should submit their views in writing by __,
2001 to the Secretary, Securities and Exchange Commission, 450 5th Street, N.W.,
Washington, D.C. 20549, and serve a copy on the relevant applicant(s) and/or
declarant(s) at the address(es) as specified below. Proof of service (by
affidavit or, in case of an attorney at law, by certificate) should be filed
with the request. Any request for hearing shall identify specifically the issues
of fact or law that are disputed. A person who so requests will be notified of
any hearing, if ordered, and will receive a copy of any notice or order issued
in the matter. After __, 2001, the application(s) and/or declaration(s), as
filed or as amended, may be granted and/or permitted to become effective.
* * * * *
Virginia Electric and Power Company (70-[___])
Virginia Electric and Power Company (the "Company") of 120 Tredegar Street,
Richmond, VA 23219, an electric utility company and wholly-owned subsidiary of
Dominion Resources Inc. ("DRI") also of 120 Tredegar Street, Richmond, VA 23219,
a registered holding company under Act, has filed an application under Sections
9(a)(1), 10 and 11(b) of the Public Utility Holding Company Act of 1935 ("1935
Act") requesting authorization and approval to acquire the partnership interest
of three non-utility generation facilities as described in the following
paragraphs.
The Company has entered into a Put and Call Agreement dated November 22,
2000 ("Put and Call Agreement") with Westpower-Franklin, L.P., a Virginia
limited partnership, LG&E Southampton, L.P., a California limited partnership,
LG&E Power 11 Incorporated, a California corporation, Westpower - Altavista,
L.P., a Virginia limited partnership, LG&E Altavista, L.P., a California limited
partnership, LG&E Power 12 Incorporated, a California corporation,
Westpower-Hopewell, L.P., a Virginia limited partnership, LG&E Hopewell, L.P., a
California limited partnership, and LG&E Power 13 Incorporated, a California
corporation (collectively "Sellers"). Sellers own all of the partnership
interests in three California general partnerships: LG&E - Westmoreland
Southampton ("Southampton"), LG&E - Westmoreland Altavista ("Altavista") and
LG&E - Westmoreland Hopewell ("Hopewell") (collectively "Partnerships") which
own and operate three separate stoker coal-fired generation plants with
capacities of 62.7 MW each located in Virginia (collectively "Generation
Facilities"). Under the Put and Call Agreement the Company may obtain all of
Sellers' interests in the Partnerships. When the Company acquires the Sellers'
interests in the Partnerships, as envisioned by the Put and Call Agreement, the
Partnerships will dissolve as a matter of law, and the Company will directly
hold title to the Generation Facilities.
The Company currently purchases all of the Generation Facilities energy and
capacity through long term power purchase and operating agreements. The
Generation Facilities are physically interconnected to the Company and are
within the Company's current service territory. The proposed transaction is more
fully described in the application.
For the Commission, by the Division of Investment Management, pursuant to
delegated authority.
Jonathan G. Katz
Secretary
