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Proc-Type: 2001,MIC-CLEAR
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SECURITIES AND EXCHANGE COMMISSION FORM U-6B-2 This certificate is notice that the above named company ("Virginia Electric and Power Company"), a subsidiary of Dominion Resources, Inc., has issued, renewed or guaranteed the security or securities described herein which issue, renewal or guaranty was exempted from the provisions of Section 6(a) of the Act and was neither the subject of a declaration or application on Form U-1 nor included within the exemption provided by Rule U-48. 1. Type of the security or securities: Promissory Note; Fort Monroe 2. Issue, renewal or guaranty: Issue. 3. Principal amount of security: $2,133,075.93 4. Rate of interest per annum of each security: 7.25% 5. Date of issue, renewal or guaranty of security: February 17, 2005 6. If renewal of security, give date of original issue: Not applicable. 7. Date of maturity of security: March 17, 2025 8. Name of the person to whom each security was issued, renewed or guaranteed: Not applicable. Page 2 9. Collateral given with each security, if any: Not applicable. 10. Consideration received for each security: There were no cash proceeds. The security was issued as part of the asset purchase of distribution facilities at Fort Monroe. 11. Application of proceeds of each security: Not applicable. 12. The issue, renewal or guaranty of each security was exempt from the provisions of Section 6(a) because of the provisions contained in any rule of the Commission other than Rule U-48. 13. If the security or securities were exempt from the provisions of Section 6(a) by virtue of the first sentence of Section 6(b), give the figures which indicate that the security or securities aggregate (together with all other then outstanding notes and drafts of a maturity of nine months or less, exclusive of days of grace, as to which such company is primarily or secondarily liable) not more than 5 per centum of the principal amount and par value of the other securities of such company then outstanding. (Demand notes, regardless of how long they may have been outstanding, shall be considered as maturing in not more than nine months for purposes of the exemption from Section 6(a) of the Act granted by the first sentence of Section 6(b)): Not applicable. 14. If the security or securities are exempt from the provisions of Section 6(a) because of the fourth sentence of Section 6(b), name the security outstanding on January 1, 1935, pursuant to the terms of which the security or securities herein described have been issued. Not applicable. 15. If the security or securities are exempt from the provisions of Section 6(a) because of any rule of the Commission other than Rule U-48 designate the rule under which exemption is claimed. Rule 52. VIRGINIA ELECTRIC AND POWER COMPANY By: /s/ James F. Stutts
Washington, DC 20549
Certificate of Notification
Filed By
Virginia Electric and Power Company
James F. Stutts
Its Attorney
Dated: March 9, 2005
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