-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, AJQ63J058aBMn3GV5jvk14a4iGodmURlFgOn6BOIvWLSSIuUlVFi3a3slPpWx/XD hrcip0EOcgSig5h/lwHyDQ== 0000715957-01-500016.txt : 20010531 0000715957-01-500016.hdr.sgml : 20010531 ACCESSION NUMBER: 0000715957-01-500016 CONFORMED SUBMISSION TYPE: U-9C-3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010331 FILED AS OF DATE: 20010530 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DOMINION RESOURCES INC /VA/ CENTRAL INDEX KEY: 0000715957 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 541229715 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: U-9C-3 SEC ACT: SEC FILE NUMBER: 074-00041 FILM NUMBER: 1650593 BUSINESS ADDRESS: STREET 1: 120 TREDEGAR STREET STREET 2: P O BOX 26532 CITY: RICHMOND STATE: VA ZIP: 23219 BUSINESS PHONE: 8048192000 MAIL ADDRESS: STREET 1: P O BOX 26532 STREET 2: 901 EAST BYRD STREET CITY: RICHMOND STATE: VA ZIP: 23261 U-9C-3 1 driu9c3.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM U-9C-3 QUARTERLY REPORT PURSUANT TO RULE 58 OF THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935 For the Calendar Quarter Ended March 31, 2001 Dominion Resources, Inc. (Name of registered holding company) 120 Tredegar Street Richmond, Virginia 23219 (Address of principal executive offices) Table of Contents Page ____ Item 1. Organization Chart 2 Item 2. Issuance and Renewals of Securities and Capital Contributions 3 Item 3. Associate Transactions 4 Item 4. Summary of Aggregate Investment 6 Item 5. Other Investments 7 Item 6. Financial Statements and Exhibits 7 1 ITEM 1 - ORGANIZATION CHART Name of Energy or Date of State of %of voting Nature Reporting Gas Related Organiz- Incorpor- Securities of Company Company ation ation Held Business _________ ___________ ________ _________ __________ ________ Dominion Resources, Inc. ("DRI") Dominion Energy, Inc.("DEI")(a) Dominion Energy Energy 2/22/00 Virginia 100% by (b) Direct Sales, Related DEI Inc.("DEDS") Dominion Energy Energy 9/21/00 Virginia 100% by (c) Exchange, Inc. Related DEI ("DEE") Dominion Alliance Energy 11/21/00 Delaware 100% by (d) Holding, Inc. Related DRI ("DAH") (new) (a) DEI is a wholly-owned subsidiary of DRI, which became a registered holding company subsequent to the merger of Consolidated Natural Gas Company ("CNG") into a wholly-owned subsidiary of DRI on January 28, 2000. (b) DEDS engages in the business of providing energy services, including retail sales of electricity and gas to commercial and industrial users, engineering, consulting and construction activities and other energy related services. (c) DEE was formed to invest in EIP Holdings, LLC ("EIP") which owns 66.34% of TradeSpark, LP, an electronic and telephonic marketplace for transactions in natural gas, electricity, coal, sulfur dioxide and nitrogen dioxide emissions allowances and weather financial products. EIP, which is a Delaware limited liability company, was formed on March 29, 2000. DEE's voting rights in EIP cannot exceed 9.9% unless (i) its economic interest is less than 10% or (ii) it elects to increase its voting rights to equal its economic interest. 2 (d) DAH was formed to hold an investment in Bridgeco, a non-consolidated company that will develop the infrastructure necessary to operate a regional transmission organization ("RTO"). Virginia Electric and Power Company, a wholly owned subsidiary of DRI ("Virginia Power"), will be a participant in the RTO. ITEM 2 - ISSUANCES AND RENEWALS OF SECURITIES AND CAPITAL CONTRIBUTIONS Company Company Contributing Receiving Type and Amount of Capital Capital Capital Infusion ____________ _________ __________________ DEI DEDS (e) DEI DEE (f) DRI DAH $1,000 in return for 100 shares of no par common stock (e) During the reporting period DEDS received intercompany advances from DEI. During the quarter DEDS received $24,339,933 in such advances and made repayments of advances in the amount of $2,758,633. (f) $2,499,000 million was initially characterized as a capital contribution by DEI in the form on an investment in EIP initially paid for by DEI for the benefit of DEE. The amount has been converted into an intercompany advance. 3 ITEM 3 - ASSOCIATE TRANSACTIONS Part I - Transactions Performed by Reporting Companies on Behalf of Associate Companies Reporting Associate Company Company Types of Direct Indirect Cost Total Rendering Receiving Services Costs Costs or Amount Service Service(g) Rendered Charged Charged Capital Billed _________ _________ ________ _______ ________ _______ ______ DEDS Evantage Project $233,468 $374,433 0 $607,901 Division Management, of Virginia Engineering, Power Marketing (g) All services are being provided at cost and are being billed (with the exception of certain direct billings) through Dominion Resources Services, Inc. As per Rules 80 and 81, energy purchases are not reported hereunder. 4 Part II - Transactions Performed by Associate Companies on Behalf of Reporting Companies Associate Reporting Company Company Types of Direct Indirect Cost Total Rendering Receiving Services Costs Costs of Amount Services Service Rendered Charged Charged Capital Billed _________ _________ ________ ________ ________ _______ ________ Evantage DEDS(h) Project $32,614 $10,022 0 $42,636 Division Management, of Virginia Engineering, Power Marketing (h) DEDS also receives services from Dominion Resources Services, Inc. which are billed through DEDS' immediate parent, DEI. Such services are billed pursuant to DEI's standard at-cost service agreement with Dominion Resources Services, Inc. Information with respect to transactions under such agreements is not provided in this report, but will be provided in Form U-13-60. 5 ITEM 4 - SUMMARY OF AGGREGATE INVESTMENT Investments in energy-related companies (in thousands): Total consolidated capitalization of DRI as of March 31, 2001 $20,213,930 Line 1 Total capitalization multiplied by 15% (Line 1 multiplied by 0.15) 3,032,090 Line 2 Greater of $50 million or line 2 3,032,090 Line 3 Total current aggregate investment: (categorized by major line of energy-related business) 39,163 Line 4 Difference between the greater of $50 million or 15% of capitalization and the total aggregate investment of the registered holding system (line 3 less line 4) 2,992,927 Investments in gas-related companies (in thousands): Total current aggregate investment: None(i) (categorized by major line of gas-related business) (i) CNG, which is registered as a holding company solely by reason of ownership of voting securities of gas utility companies, has a gas- related company which is covered by a Form U-9C-3 filed by CNG. 6 ITEM 5 - OTHER INVESTMENTS Major Line of Other Invest- Other Invest- Reason for Energy-Related ment in Last ment in this Difference in Business U-9C-3 Report U-9C-3 Report Other Investment ______________ _____________ _____________ ________________ None ITEM 6 - FINANCIAL STATEMENTS AND EXHIBITS A. Financial Statements Balance sheet as of March 31, 2001 and income statement for the three months ending March 31, 2001 of DEDS. (Filed under confidential treatment pursuant to Rule 104(b)) Balance sheet as of March 31, 2001 of DEE. No income statement of DEE is filed since it has had no business activity during the quarter. (Filed under confidential treatment pursuant to Rule 104(b)) Balance sheet as of March 31, 2001 of DAH. No income statement of DAH is filed since it has had no business activity during the quarter. (filed under confidential treatment pursuant to Rule 104(b)) B. Exhibits The certificate as to filing with interested state commissions is attached hereto as Exhibit B. 7 SIGNATURE The undersigned registered holding company has duly caused this quarterly report to be signed on its behalf by the undersigned attorney thereunto duly authorized pursuant to the requirements of the Public Utility Holding Company Act of 1935. DOMINION RESOURCES, INC. By: N. F. Chandler Its Attorney May 30, 2001 8 Exhibit B CERTIFICATE The undersigned certifies that he is the duly designated and acting attorney of Dominion Resources, Inc., a Virginia corporation ("DRI") and that: DRI's Quarterly Report on Form U-9C-3 filed pursuant to Rule 58 for the quarter ended December 31, 2000 was filed with each state commission having jurisdiction over the retail rates of the public utility companies that are associate companies of any of the reporting companies. The names and addresses of such state utility commissions are: Utilities Department Public Utility Commission of Ohio 180 Broad Street Columbus, OH 43266-0573 Executive Secretary West Virginia Public Service Commission 201 Brooks Street Charleston, WV 25301 Secretary Pennsylvania Public Utility Commission North Office Building Commonwealth Avenue and North Street Harrisburg, PA 17101 General Counsel Virginia State Corporation Commission 1300 East Main Street 10th Floor Richmond, VA 23219 Chief Clerk North Carolina Utilities Commission 4325 Mail Service Center Raleigh, North Carolina 27699-4325 1 IN WITNESS WHEREOF, I have hereunto set my hand as of the 30th day of May, 2001. N. F. Chandler Attorney for Dominion Resources, Inc. 2 -----END PRIVACY-ENHANCED MESSAGE-----