File
No._____________________
|
Virginia
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54-1229715
|
(State
or other jurisdiction of
incorporation
or organization)
|
(I.R.S.
Employer
Identification
No.)
|
Dominion
Salaried Savings Plan
Dominion
Hourly Savings Plan
|
(Full
Title of Plan)
|
Title
of each class of Securities to be Registered
|
Amount
to be Registered
|
Proposed
Maximum Offering Price Per Share (1)
|
Proposed
Maximum
Aggregate
Offering
Price
|
Amount
of
Registration
Fee
|
Common
Stock (without par value)
|
3,000,000
shares
|
$85.07
|
$255,210,000
|
$7,835
|
(1)
|
Pursuant
to Rule 457, these prices are estimated solely for the purpose of
calculating the registration fee and are based upon the average of
the
high and low sales prices of the Registrant's Common Stock on the
New York
Stock Exchange on June 18, 2007.
|
(2)
|
In
addition, pursuant to Rule 416(c) under the Securities Act of 1933,
this
registration statement also covers an indeterminate amount of interests
to
be offered or sold pursuant to the employee benefit plan described
herein.
|
5
|
Opinion
of James L. Sanderlin, Esquire, Senior Vice President—Law of Dominion
Resources, Inc. (filed herewith).
|
23.1
|
Consent
of Deloitte & Touche LLP (filed herewith).
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23.2
|
Consent
of James L. Sanderlin, Esquire (included in Exhibit 5).
|
24
|
Powers
of Attorney (included in signature page of the Form S-8 and incorporated
by reference).
|
|
(a)
The undersigned registrant hereby
undertakes:
|
|
(1)
To file, during any period in which offers or sales are being made,
a
post-effective amendment to this registration
statement:
|
|
(2)
That, for the purpose of determining any liability under the Securities
Act of 1933, each such post-effective amendment shall be deemed to
be a
new registration statement relating to the securities offered therein,
and
the offering of such securities at that time shall be deemed to be
the
initial bona fide offering thereof.
|
|
(3)
To remove from registration by means of a post-effective amendment
any of
the securities being registered which remain unsold at the termination
of
this offer.
|
|
(b)
Insofar as indemnification for liabilities arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the foregoing provisions, or
otherwise, the registrant has been advised 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.
In the
event that a claim for indemnification against such liabilities (other
than the payment by the registrant of expenses incurred or paid by
a
director, officer or controlling person of the registrant in the
successful defense of any action, suit or proceeding) is asserted
by such
director, officer or controlling person in connection with the securities
being registered, the registrant will, unless in the opinion of its
counsel the matter has been settled by controlling precedent, submit
to a
court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the
Act and
will be governed by the final adjudication of such
issue.
|
|
(c)
The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each
filing of
the registrant's annual report pursuant to Section 13(a) or 15(d)
of the
Securities Exchange Act of 1934 (and, where applicable, each filing
of an
employee benefit plan's annual report pursuant to Section 15(d) of
the
Securities Exchange Act of 1934) that is incorporated by reference
in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such
securities at that time shall be deemed to be the initial bona fide
offering thereof.
|
DOMINION
RESOURCES, INC.
|
|
By:
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/s/
Thomas F. Farrell,
II
|
Thomas
F. Farrell, II, Chairman,
President
and Chief Executive Officer
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Signature
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Title
|
Date
|
|
/s/
Thomas F. Farrell,
II
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Chairman,
President
|
June
20, 2007
|
|
Thomas
F. Farrell, II
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and
Chief Executive Officer
|
||
/s/
Peter W.
Brown
|
Director
|
June
20, 2007
|
|
Peter
W. Brown
|
|||
/s/
George A. Davidson, Jr.
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Director
|
June
20, 2007
|
|
George
A. Davidson, Jr.
|
|||
/s/
John W.
Harris
|
Director
|
June
20, 2007
|
|
John
W. Harris
|
|||
/s/
Robert S. Jepson,
Jr.
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Director
|
June
20, 2007
|
|
Robert
S. Jepson, Jr.
|
|||
/s/
Mark J.
Kington
|
Director
|
June
20, 2007
|
|
Mark
J. Kington
|
|||
/s/
Benjamin J. Lambert, III
|
Director
|
June
20, 2007
|
|
Benjamin
J. Lambert, III
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Signature
|
Title
|
Date
|
|
/s/
Margaret A. McKenna
|
Director
|
June
20, 2007
|
|
Margaret
A. McKenna
|
|||
/s/
Frank S.
Royal
|
Director
|
June
20, 2007
|
|
Frank
S. Royal
|
|||
/s/
David A.
Wollard
|
Director
|
June
20, 2007
|
|
David
A. Wollard
|
|||
/s/
Thomas N. Chewning
|
Executive
Vice President and
|
June
20, 2007
|
|
Thomas
N. Chewning
|
Chief
Financial Officer
|
||
/s/
Steven A.
Rogers
|
Senior
Vice President and
|
June
20, 2007
|
|
Steven
A. Rogers
|
Chief
Accounting Officer
|
||
Dominion
Salaried Savings Plan
Dominion
Hourly Savings Plan
|
|
By:
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/s/
Anne M. Grier
|
Anne
M. Grier
|
|
Chair,
Administrative Benefits Committee
|
|
June
20, 2007
|