Dominion Resources, Inc. Revised 4Q10 Earnings Release Kit

EX-99.1 2 dex991.htm DOMINION RESOURCES, INC. REVISED 4Q10 EARNINGS RELEASE KIT Dominion Resources, Inc. Revised 4Q10 Earnings Release Kit

Exhibit 99.1

LOGO


						REVISED
						4Q10
						Earnings
						Release Kit

						*February 14, 2011*

Dominion Resources, Inc.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Table of Contents


IMPORTANT NOTES TO INVESTORS			3

EARNINGS REPORT AND ACCOMPANYING SCHEDULES			5

EARNINGS REPORT			5
SCHEDULE 1 - SEGMENT OPERATING EARNINGS			8
SCHEDULE 2 - RECONCILIATION OF 2010 OPERATING EARNINGS TO REPORTED EARNINGS			9
SCHEDULE 3 - RECONCILIATION OF 2009 OPERATING EARNINGS TO REPORTED EARNINGS			10
SCHEDULE 4 - RECONCILIATION OF 2010 EARNINGS TO 2009			11

FINANCIALS			12

CONSOLIDATED FINANCIAL STATEMENTS (GAAP)			12
SEGMENT OPERATING EARNINGS RESULTS			15
OPERATING STATISTICS			21
SCHEDULE OF LONG-TERM DEBT			24
SCHEDULE OF DEBT MATURITY			25
SCHEDULE OF CHANGE IN CAPITALIZATION			26

FORECAST AND OUTLOOK			27

RECONCILIATION OF OPERATING EARNINGS GUIDANCE			27
2010			27
4Q10			28
Dominion Generation – Non-Contracted Plants EBITDA			29

HEDGING			30

GAAP RECONCILIATION			31

RECONCILIATION OF 2010 CONSOLIDATED OPERATING EARNINGS TO REPORTED EARNINGS			31
RECONCILIATION OF 2009 CONSOLIDATED OPERATING EARNINGS TO REPORTED EARNINGS			32
RECONCILIATION OF 2010 CORPORATE AND OTHER OPERATING EARNINGS TO REPORTED EARNINGS			33
RECONCILIATION OF 2009 CORPORATE AND OTHER OPERATING EARNINGS TO REPORTED EARNINGS			34
RECONCILIATION OF 2009 OPERATING EARNINGS TO REPORTED EARNINGS			35
RECONCILIATION OF 2010 OPERATING EARNINGS TO REPORTED EARNINGS			36
RECONCILIATION OF 4Q09 OPERATING EARNINGS TO REPORTED EARNINGS			37
RECONCILIATION OF 4Q10 OPERATING EARNINGS TO REPORTED EARNINGS			38
2010 AND 2011 EARNINGS EXPECTATIONS			39

APPENDIX			40

2010 WEATHER VARIANCE			40
SUPPLEMENTAL TREASURY INFORMATION			41
Dominion Liquidity Position			41
LIST OF REVISED SCHEDULES			42


February 14, 2011		2

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Important Notes to Investors

This kit contains certain forward-looking statements, including forecasted operating earnings for first-quarter and full-year 2011 which are subject to various risks and uncertainties. Factors that could cause actual results to differ materially from management’s projections, forecasts, estimates and expectations may include factors that are beyond the company’s ability to control or estimate precisely, fluctuations in energy-related commodity prices, the timing of the closing dates of acquisitions or divestitures, estimates of future market conditions, access to and costs of capital, fluctuations in the value of our pension assets and assets held in our decommissioning trusts, the timing and receipt of regulatory approvals necessary for planned projects, acquisitions and divestitures, and the ability to complete planned construction or expansion projects as scheduled. Other factors include, but are not limited to, weather conditions, including the effects of hurricanes and major storms on operations, the behavior of other market participants, state and federal legislative and regulatory developments and changes to environmental and other laws and regulations, including those related to climate change, greenhouse gases and other emissions to which we are subject, economic conditions in the company’s service area, risks of operating businesses in regulated industries that are subject to changing regulatory structures, changes to regulated gas and electric rates collected by Dominion, changes to rating agency requirements and ratings, changing financial accounting standards, counter-party credit risks, risks related to energy trading and marketing, adverse outcomes in litigation matters, and other uncertainties. Other risk factors are detailed from time to time in Dominion’s most recent quarterly report on Form 10-Q or annual report on Form 10-K filed with the Securities and Exchange Commission.

Certain information provided in this Release Kit includes financial measures that are not required by, or presented in accordance with generally accepted accounting principles (GAAP), including operating earnings before interest and taxes (EBIT) and operating earnings before interest, taxes, depreciation and amortization (EBITDA). These non-GAAP financial measures should not be considered as alternatives to GAAP measures, such as net income, operating income, or earnings per share, and may be calculated differently from, and therefore may not be comparable to, similarly titled measures used at other companies. Dominion has included reconciliations to the most directly comparable financial measures it is able to calculate and report in accordance with GAAP.

The consolidated financial data and statistics in this REVISED 4Q10 Earnings Release Kit and its individual components reflect the financial position and operating results of Dominion and its primary operating segments through December 31, 2010. Independent auditors have not audited any of the financial and operating statements. Projections or forecasts shown in this document are based on the assumptions listed in this document and are subject to change at any time. Dominion undertakes no obligation to update any forward-looking information statement to reflect developments after the statement is made.

This REVISED 4Q10 Earnings Release Kit has been prepared primarily for security analysts and investors in the hope that it will serve as a convenient and useful reference document. The format of this release kit may change in the future as we continue to try to meet the needs of security analysts and investors. This release kit is not intended for use in connection with any sale, offer to sell, or solicitation of any offer to buy securities.


February 14, 2011		3

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Please continue to check our website regularly at www.dom.com/investors for the most recent updates.


February 14, 2011		4

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Earnings Report and Accompanying Schedules

Earnings Report

SUMMARY OF DOMINION’S REVISED 2010 EARNINGS AND 2011 GUIDANCE

As of February 14, 2011, Dominion’s unaudited reported earnings determined in accordance with Generally Accepted Accounting Principles (GAAP) for the 12 months ended Dec. 31, 2010, of $2.81 billion ($4.76 per share), compared with reported earnings of $1.29 billion ($2.17 per share) for the same period in 2009.

Operating earnings for the 12 months ended Dec. 31, 2010, amounted to $1.97 billion ($3.34 per share), compared to operating earnings of $1.94 billion ($3.27 per share) for the same period in 2009. Operating earnings are defined as reported (GAAP) earnings adjusted for certain items.

Dominion uses operating earnings as the primary performance measurement of its earnings guidance and results for public communications with analysts and investors. Dominion also uses operating earnings internally for budgeting, for reporting to the board of directors, for the company’s incentive compensation plans and for its targeted dividend payouts and other purposes. Dominion management believes operating earnings provide a more meaningful representation of the company’s fundamental earnings power.

Business segment results and detailed descriptions of items included in 2010 and 2009 reported earnings but excluded from operating earnings can be found on Schedules 1, 2 and 3 of this release kit.

Full-year 2010 operating earnings compared to 2009

The increase in full-year 2010 operating earnings per share as compared to full-year 2009 operating earnings per share is primarily attributable to favorable weather, share accretion, higher rate adjustment clause revenues and lower outage costs. Partially offsetting these positives were the absence of earnings from the company’s E&P operations, higher income taxes and lower merchant generation margins.

Fourth-quarter 2010 operating earnings compared to 2009

Fourth-quarter 2010 operating earnings per share were equivalent to fourth-quarter 2009 operating earnings per share. Positive drivers for the quarter were favorable weather in the regulated electric service territory, higher rate adjustment clause revenue


February 14, 2011		5

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

and lower outage costs. Offsetting these positives were the absence of earnings from the company’s E&P operations, a higher effective income tax rate and lower contributions from producer services.

Complete details of fourth-quarter 2010 and full-year operating earnings as compared to fourth-quarter and full-year 2009 can be found on Schedule 4 of this release.

First-quarter 2011 operating earnings guidance

Dominion expects first-quarter 2011 operating earnings in the range of 85 cents per share to 95 cents per share as compared to first-quarter 2010 operating earnings of 96 cents per share. Positive factors for the first quarter of 2011 compared to the same period of the prior year include higher rate adjustment clause revenue, lower outage costs, lower storm damage and restoration costs and fewer shares outstanding. Negative factors for the quarter include a return to normal weather, lower merchant generation margins, the absence of earnings from the company’s E&P operations and higher interest expense. GAAP earnings for the first quarter of 2010 were 29 cents per share.

Full-year 2011 operating earnings guidance

Dominion is affirming its 2011 operating earnings guidance in the range of $3.00 to $3.30 per share. Incorporated in this guidance is the impact of the bonus depreciation provisions of the recent tax bills enacted by Congress that are expected to generate significant cash tax savings to Dominion through 2013. The company plans to use a portion of this cash benefit to repurchase $400 million to $700 million of equity in 2011, thereby offsetting the expected negative impact to earnings per share caused by the resulting loss of certain tax deductions and other related factors.

In providing its first-quarter and full-year 2011 operating earnings guidance, the company notes that there could be differences between expected reported earnings and estimated operating earnings for matters such as, but not limited to, divestitures or changes in accounting principles. At this time, Dominion management is not able to estimate the impact, if any, of these items on reported earnings. Accordingly, the company is not able to provide a corresponding GAAP equivalent for its operating earnings guidance.

This release contains certain forward-looking statements, including forecasted operating earnings for first-quarter and full-year 2011 which are subject to various risks and uncertainties. Factors that could cause actual results to differ materially from management’s projections, forecasts, estimates and expectations may include factors that are beyond the company’s ability to control or estimate precisely, fluctuations in energy-related commodity prices, the timing of the closing dates of acquisitions or divestitures, estimates of future market conditions, access to


February 14, 2011		6

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

and costs of capital, fluctuations in the value of our pension assets and assets held in our decommissioning trusts, the timing and receipt of regulatory approvals necessary for planned projects, acquisitions and divestitures, and the ability to complete planned construction or expansion projects as scheduled. Other factors include, but are not limited to, weather conditions, including the effects of hurricanes and major storms on operations, the behavior of other market participants, state and federal legislative and regulatory developments and changes to environmental and other laws and regulations, including those related to climate change, greenhouse gases and other emissions to which we are subject, economic conditions in the company’s service area, risks of operating businesses in regulated industries that are subject to changing regulatory structures, changes to regulated gas and electric rates collected by Dominion, changes to rating agency requirements and ratings, changing financial accounting standards, counter-party credit risks, risks related to energy trading and marketing, adverse outcomes in litigation matters, and other uncertainties. Other risk factors are detailed from time to time in Dominion’s most recent quarterly report on Form 10-Q or annual report on Form 10-K filed with the Securities and Exchange Commission.

###


February 14, 2011		7

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Schedule 1 - Segment Operating Earnings

Preliminary, Unaudited


(millions, except earnings per share)	Three months ended December 31
	2010			2009			Change
Operating Revenue (GAAP Based ^{1, 2})	$	3,746		$	3,176		$	570

Earnings:
Dominion Virginia Power	$	115		$	92		$	23
Dominion Energy		122			145			(23	)
Dominion Generation		203			183			20
Corporate and Other		(74	)		(46	)		(28	)

OPERATING EARNINGS	$	366		$	374		$	(8	)

Items excluded from operating earnings^{3, 4}		(68	)		(383	)		315
REPORTED EARNINGS ²	$	298		$	(9	)	$	307

Common Shares Outstanding (average, diluted)		582.1			598.1
Earnings Per Share (EPS):
Dominion Virginia Power	$	0.20		$	0.15		$	0.05
Dominion Energy		0.21			0.25			(0.04	)
Dominion Generation		0.35			0.31			0.04
Corporate and Other		(0.13	)		(0.08	)		(0.05	)

OPERATING EARNINGS	$	0.63		$	0.63		$	—

Items excluded from operating earnings³		(0.12	)		(0.64	)		0.52
REPORTED EARNINGS ²	$	0.51		$	(0.01	)	$	0.52


(millions, except earnings per share)	Twelve months ended December 31
	2010			2009			Change
Operating Revenue (GAAP Based ^{1, 2})	$	15,197		$	14,798		$	399

Earnings:
Dominion Virginia Power	$	448		$	384		$	64
Dominion Energy		475			517			(42	)
Dominion Generation		1,291			1,281			10
Corporate and Other		(243	)		(240	)		(3	)

OPERATING EARNINGS	$	1,971		$	1,942		$	29

Items excluded from operating earnings^{3, 5}		837			(655	)		1,492
REPORTED EARNINGS ²	$	2,808		$	1,287		$	1,521

Common Shares Outstanding (average, diluted)		590.1			593.7
Earnings Per Share (EPS):
Dominion Virginia Power	$	0.76		$	0.65		$	0.11
Dominion Energy		0.80			0.87			(0.07	)
Dominion Generation		2.19			2.16			0.03
Corporate and Other		(0.41	)		(0.41	)		—

OPERATING EARNINGS	$	3.34		$	3.27		$	0.07

Items excluded from operating earnings³		1.42			(1.10	)		2.52
REPORTED EARNINGS ²	$	4.76		$	2.17		$	2.59

1)	2009 amounts have been recast due to the reclassification of Peoples’ results to discontinued operations.

2)	Determined in accordance with Generally Accepted Accounting Principles (GAAP).

3)	Items excluded from operating earnings are reported in Corporate and Other segment. Refer to Schedules 2 and 3 for details, or find “GAAP Reconciliation” on Dominion’s website at www.dom.com/investors.

4)	Pre-tax amounts for the current period and the prior period are ($25) million and ($718) million, respectively.

5)	Pre-tax amounts for the current period and the prior period are $1.759 billion and ($1.081) billion, respectively.


February 14, 2011		8

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Schedule 2 - Reconciliation of 2010 Operating Earnings to Reported Earnings

2010 Earnings (twelve months ended December 31, 2010)

The net effects of the following items, all shown on an after-tax basis, are included in 2010 reported earnings, but are excluded from operating earnings:

•

$ 1.4 billion net benefit resulting from the sale of our Appalachian E&P operations, primarily reflecting the gain on the sale, partially offset by certain transaction costs and other related charges.

•

$206 million after-tax charge related to our work-force reduction program, primarily reflecting severance pay and other benefits to affected employees.

•

$155 million net loss from Peoples discontinued operations, primarily reflecting the loss on the sale recorded in February 2010.

•

$127 million of impairment charges related to certain merchant generation facilities.

•

$57 million charge related to health care legislation changes, eliminating the tax deduction for a portion of retiree prescription drug costs.

•

Impact of interim tax expense provision resulting from the impact of items excluded from operating earnings on our 2010 estimated annual effective tax rate.

•

$1 million net expense related to other items.


*(millions, except per share amounts)*	1Q10			2Q10			3Q10			4Q10			YTD 2010²
Operating earnings	$	576		$	426		$	603		$	366		$	1,971

Items excluded from operating earnings (after-tax):
Items related to the sale of Appalachian E&P operations		14			1,387						(18	)		1,383
Work force reduction program		(206	)											(206	)
Peoples discontinued operations		(149	)		2						(8	)		(155	)
Impairment of merchant generation assets					(95	)					(32	)		(127	)
Healthcare reform legislation - Medicare Part D tax impact		(57	)											(57	)
Interim tax provision		(16	)		53			(24	)		(13	)		0
Other items		12			(12	)		(4	)		3			(1	)

Total items excluded from operating earnings (after-tax)¹		(402	)		1,335			(28	)		(68	)		837

Reported net income	$	174		$	1,761		$	575		$	298		$	2,808

Common shares outstanding (average, diluted)		600.9			591.4			586.4			582.1			590.1

Operating earnings per share	$	0.96		$	0.72		$	1.03		$	0.63		$	3.34

Items excluded from operating earnings (after-tax)		(0.67	)		2.26			(0.05	)		(0.12	)		1.42

Reported earnings per share	$	0.29		$	2.98		$	0.98		$	0.51		$	4.76

1)	Pre-tax amounts for items excluded from operating earnings are reflected in the following table:


	1Q10			2Q10			3Q10			4Q10			YTD 2010
Items excluded from operating earnings:
Items related to the sale of Appalachian E&P operations		20			2,405									2,425
Work force reduction program		(338	)											(338	)
Peoples discontinued operations		(137	)		3									(134	)
Impairment of merchant generation assets					(163	)					(31	)		(194	)
Other items		20			(20	)		(6	)		6			0

Total items excluded from operating earnings		($435	)	$	2,225			($6	)		($25	)	$	1,759

2)	YTD 2010 EPS may not equal sum of quarters due to share count differences.


February 14, 2011		9

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Schedule 3 - Reconciliation of 2009 Operating Earnings to Reported Earnings

2009 Earnings (twelve months ended December 31, 2009)²

The net effects of the following items, all shown on an after-tax basis, are included in 2009 reported earnings, but are excluded from operating earnings:

•

$281 million impairment charge resulting from the first-quarter ceiling test performed for our gas and oil properties under the full cost method accounting with a subsequent update for estimated state taxes in the second quarter.

•

$435 million after-tax charge in connection with the settlement of Virginia Power’s 2009 rate case proceedings.

•

$2 million net gain related to our investments in nuclear decommissioning trust funds.

•

$62 million benefit due to a downward revision in the nuclear decommissioning asset retirement obligation (ARO) for a power station unit that is no longer in service.

•

$26 million of earnings from Peoples discontinued operations.

•

$29 million net expense related to other items.


*(millions, except per share amounts)*	1Q09			2Q09			3Q09			4Q09			YTD 2009 ³
Operating earnings	$	574		$	404		$	590		$	374		$	1,942

Items excluded from operating earnings (after-tax) ¹:
Impairment of gas and oil properties		(272	)		(9	)								(281	)
Proposed rate settlement											(435	)		(435	)
Net gains (losses) in nuclear decommissioning trust funds		(50	)		12			34			6			2
ARO revision					62									62
Peoples discontinued operations		9			(15	)		(41	)		73			26
Other items		(13	)		0			11			(27	)		(29	)

Total items excluded from operating earnings (after-tax) ^{1, 2}		(326	)		50			4			(383	)		(655	)

Reported net income	$	248		$	454		$	594			($9	)	$	1,287

Common shares outstanding (average, diluted) ⁴		585.7			594.0			596.3			598.1			593.7

Operating earnings per share	$	0.98		$	0.68		$	0.99		$	0.63		$	3.27

Items excluded from operating earnings (after-tax)		(0.56	)		0.08			0.01			(0.64	)		(1.10	)

Reported earnings per share	$	0.42		$	0.76		$	1.00			($0.01	)	$	2.17

1)	Pre-tax amounts for items excluded from operating earnings are reflected in the following table:


	1Q09			2Q09			3Q09			4Q09			YTD 2009
Items excluded from operating earnings:
Impairment of gas and oil properties		(455	)											(455	)
Proposed rate settlement											(712	)		(712	)
Net gains (losses) in nuclear decommissioning trust funds		(83	)		19			57			11			4
ARO revision					103									103
Peoples discontinued operations		36			12			(21	)		15			42
Other items		(23	)		(10	)		2			(32	)		(63	)

Total items excluded from operating earnings		(525	)		124			38			(718	)		(1,081	)

2)	2009 amounts have been recast due to the reclassification of Peoples’ results to discontinued operations.

3)	YTD 2009 EPS may not equal sum of quarters due to share count differences.

4)	As a result of a net loss from continuing operations in 4Q09, the issuance of common stock under potentially-dilutive securities was considered antidilutive and therefore not included in the calculation of the earnings per share for that period.


February 14, 2011		10

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Schedule 4 - Reconciliation of 2010 Earnings to 2009


Preliminary, unaudited (millions, except EPS)	Three Months Ended December 31, 2010 vs. 2009						Twelve Months Ended December 31, 2010 vs. 2009
	Increase /(Decrease)						Increase /(Decrease)
Reconciling Items	Amount			EPS			Amount			EPS
*Dominion Virginia Power*
Regulated electric sales:
Weather	$	8		$	0.01		$	48		$	0.08
FERC transmission revenue		10			0.02			40			0.07
Other		4			0.01			(4	)		(0.01	)
Storm damage and service restoration -distribution operations		3			0.01			(11	)		(0.02	)
Depreciation and amortization		(4	)		(0.01	)		(15	)		(0.03	)
Retail energy marketing operations		8			0.01			1			0.00
Other		(6	)		(0.01	)		5			0.01
Share accretion		—			0.01			—			0.01

Change in contribution to operating earnings	$	23		$	0.05		$	64		$	0.11
*Dominion Energy*
Gas distribution margin:
Weather	$	1		$	0.00			($2	)	$	0.00
AMR/PIR revenue		4			0.01			11			0.02
Base gas sale		10			0.01			10			0.01
Other		1			0.00			15			0.03
Producer services		(12	)		(0.02	)		(27	)		(0.05	)
Gas and Oil - disposed operations		(31	)		(0.05	)		(61	)		(0.10	)
Cove Point expansion		0			0.00			20			0.03
Other		4			0.01			(8	)		(0.02	)
Share accretion		—			0.00			—			0.01

Change in contribution to operating earnings		($23	)		($0.04	)		($42	)		($0.07	)
*Dominion Generation*
Regulated electric sales:
Weather	$	15		$	0.03		$	104		$	0.18
Rate Adjustment Clause revenue		22			0.03			95			0.16
Other		4			0.01			(23	)		(0.04	)
Merchant generation margin		(2	)		0.00			(209	)		(0.36	)
PJM ancillary services		(1	)		0.00			27			0.05
Outage costs		13			0.02			29			0.05
Other O&M expense		1			0.00			32			0.05
Income tax and other taxes		(36	)		(0.06	)		(44	)		(0.08	)
Other		4			0.00			(1	)		0.00
Share accretion		—			0.01			—			0.02

Change in contribution to operating earnings	$	20		$	0.04		$	10		$	0.03
*Corporate and Other*
Change in contribution to operating earnings		($28	)		($0.05	)		($3	)	$	0.00
*Change in consolidated operating earnings*		($8	)	$	0.00		$	29		$	0.07

*Change in items excluded from operating earnings*¹	$	315		$	0.52		$	1,492		$	2.52

*Change in reported earnings (GAAP)*	$	307		$	0.52		$	1,521		$	2.59

¹⁾	Refer to Schedules 2 and 3 for details of items excluded from operating earnings, or find “GAAP Reconciliation” on Dominion’s website at www.dom.com/investors.


February 14, 2011		11

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Financials

Consolidated Financial Statements (GAAP)

Dominion Consolidated *

Preliminary and Unaudited Income Statements (GAAP Based)

Three Months Ended
December 31,

Years Ended
December 31,

2010

2009 **

2010

2009 **

(millions, except per share amounts)

Operating Revenue

3,746

3,176

15,197

14,798

Operating Expenses

Electric fuel and other energy - related purchases

986

1,074

4,150

4,285

Purchased electric capacity

120

102

453

411

Purchased gas

500

561

2,050

2,200

Other operations and maintenance

1,015

1,080

3,724

3,712

Depreciation, depletion and amortization

261

314

1,055

1,138

Other taxes

127

117

532

483

Total operating expenses

3,009

3,248

11,964

12,229

Gain on sale of Appalachian E&P operations

—

2,467

—

Income (loss) from operations

737

(72

)

5,700

2,569

Other income

169

194

Interest and related charges

232

233

832

889

Income (loss) from continuing operations including noncontrolling interests before income taxes

565

(247

)

5,037

1,874

Income tax expense (benefit)

254

(170

)

2,057

596

Income (loss) from continuing operations including noncontrolling interests

311

(77

)

2,980

1,278

Income (loss) from discontinued operations (net of tax)

)

(155

)

Net Income (loss) including noncontrolling interests

303

)

2,825

1,304

Noncontrolling interests

Net Income (loss) attributable to Dominion

298

)

2,808

1,287

Reported earnings per common share - diluted

0.51

(0.01

)

4.76

2.17

Average shares outstanding, diluted

582.1

598.1

590.1

593.7

*	The notes contained in Dominion’s most recent quarterly report on Form 10-Q or annual report on Form 10-K are an integral part of the Consolidated Financial Statements.

**	2009 amounts have been recast due to the reclassification of Peoples’ results to discontinued operations.


February 14, 2011		12

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Dominion Consolidated *

Preliminary and Unaudited Balance Sheets (Summarized)

($ in Millions)


	At December 31,
	2010		2009
Assets
Assets held for sale	$	—	$	1,018
Other current assets		5,802		5,799

Total Current Assets		5,802		6,817
Investments		3,752		3,492
Property, Plant and Equipment, Net		26,713		25,592
Deferred Charges and Other Assets		6,595		6,653

Total Assets	$	42,862	$	42,554

Liabilities and Shareholders’ Equity
Securities due within one year	$	497	$	1,137
Short-term debt		1,386		1,295
Liabilities held for sale		—		428
Other current liabilities		3,898		3,973

Total Current Liabilities		5,781		6,833
Long-Term Debt		15,758		15,481
Deferred Credits and Other Liabilities		9,033		8,798

Total Liabilities		30,572		31,112
Subsidiary Preferred Stock Not Subject To Mandatory Redemption		257		257
Common Shareholders’ Equity		12,033		11,185

Total Liabilities and Shareholders’ Equity	$	42,862	$	42,554

*	The notes contained in Dominion’s most recent quarterly report on Form 10-Q or annual report on Form 10-K are an integral part of the Consolidated Financial Statements.


February 14, 2011		13

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Dominion Consolidated *

Preliminary and Unaudited Statements of Cash Flows (Summarized)

($ in Millions)


	Year Ended December 31,
	2010			2009
Operating Activities
Net Income including noncontrolling interests	$	2,825		$	1,304
Adjustments to reconcile net income to net cash from operating activities
Gain on sale of Appalachian E&P operations		(2,467	)		—
Loss on sale of Peoples		113			—
Accrued charges related to workforce reduction program		229			—
Impairment of merchant generation assets		194			—
Impairment of gas and oil properties		21			455
Reserve for rate refunds		—			794
Rate refunds		(500	)		—
Contributions to pension plans		(650	)		—
Depreciation, depletion and amortization		1,258			1,319
Deferred income taxes and investment tax credits, net		682			(494	)
Other		120			408

Net cash provided by operating activities		1,825			3,786
Investing Activities
Plant construction and other property additions		(3,384	)		(3,665	)
Additions to gas and oil properties		(38	)		(172	)
Proceeds from sale of Appalachian E&P operations		3,450			—
Proceeds from sale of Peoples		741			—
Other		(350	)		142

Net cash provided by (used in) investing activities		419			(3,695	)
Financing Activities
Issuance (repayment) of short-term debt, net		91			(735	)
Issuance of long-term debt		755			1,695
Repayment of long-term debt		(1,157	)		(447	)
Issuance of common stock		74			456
Repurchase of common stock		(900	)		-
Common dividend payments		(1,076	)		(1,039	)
Other		(19	)		(42	)

Net cash used in financing activities		(2,232	)		(112	)
Decrease in cash and cash equivalents		12			(21	)
Cash and cash equivalents at beginning of period		50			71

Cash and cash equivalents at end of period	$	62		$	50

*	The notes contained in Dominion’s most recent quarterly report on Form 10-Q or annual report on Form 10-K are an integral part of the Consolidated Financial Statements.


February 14, 2011		14

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Segment Operating Earnings Results

Dominion Consolidated¹

Unaudited Summary of Operating Results


	Three Months Ended December 31,						Twelve Months Ended December 31,
	2010			2009			2010		2009
	(millions, except per share amounts)						(millions, except per share amounts)
Operating Revenue	$	3,753		$	3,617		$	15,165	$	15,242

Operating Expenses
Electric fuel and other energy-related purchases		986			945			4,150		4,155
Purchased electric capacity		120			102			453		411
Purchased gas		500			561			2,045		2,200
Other operations and maintenance		983			937			3,164		3,208
Depreciation, depletion and amortization		261			290			1,055		1,119
Other taxes		128			117			521		483

Total operating expenses		2,978			2,952			11,388		11,576

Income from operations		775			665			3,777		3,666

Other income		47			55			199		221

Income including noncontrolling interests before interest and income taxes		822			720			3,976		3,887
Interest and related charges		232			233			832		889

Income including noncontrolling interests before income taxes		590			487			3,144		2,998
Income taxes		219			108			1,156		1,039

Income including noncontrolling interests		371			379			1,988		1,959
Noncontrolling interests		5			5			17		17

Operating Earnings	$	366		$	374		$	1,971	$	1,942

Operating Earnings Per Share	$	0.63		$	0.63		$	3.34	$	3.27

Items excluded from operating earnings (net of taxes)²		(68	)		(383	)		837		(655	)

Reported Earnings	$	298		$	(9	)	$	2,808	$	1,287

Reported Earnings Per Common Share - Diluted		0.51		$	(0.01	)	$	4.76	$	2.17

Average shares outstanding, diluted		582.1			598.1			590.1		593.7

¹⁾	Dominion Consolidated Income Statement reflects the impact of segment eliminations and adjustments.

²⁾	For detail on items excluded from operating earnings see GAAP Reconciliation in this Earnings Release Kit.


February 14, 2011		15

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Dominion Virginia Power

Unaudited Summary of Operating Results


	Three Months Ended December 31,				Twelve Months Ended December 31,
	2010		2009		2010		2009
	(millions, except per share amounts)				(millions, except per share amounts)
Operating Revenue	$	1,000	$	863	$	3,820	$	3,281

Operating Expenses
Electric fuel and other energy-related purchases		254		170		1,045		658
Purchased electric capacity		12		—		16		—
Purchased gas		208		244		783		869
Other operations and maintenance		192		168		679		602
Depreciation, depletion and amortization		90		85		353		341
Other taxes		30		24		125		99

Total operating expenses		786		691		3,001		2,569

Income from operations		214		172		819		712

Other income		15		17		72		72

Income including noncontrolling interests before interest and income taxes		229		189		891		784
Interest and related charges		42		39		158		159

Income including noncontrolling interests before income taxes		187		150		733		625
Income taxes		70		56		277		233

Income including noncontrolling interests		117		94		456		392
Noncontrolling interests		2		2		8		8

Operating Earnings Contribution	$	115	$	92	$	448	$	384

Operating Earnings Per Share Contribution	$	0.20	$	0.15	$	0.76	$	0.65

Average shares outstanding, diluted		582.1		598.1		590.1		593.7


February 14, 2011		16

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Dominion Energy

Unaudited Summary of Operating Results


	Three Months Ended December 31,				Twelve Months Ended December 31,
	2010		2009		2010		2009
	(millions, except per share amounts)				(millions, except per share amounts)
Operating Revenue	$	928	$	962	$	3,501	$	3,810

Operating Expenses
Electric fuel and other energy-related purchases		4		1		14		25
Purchased electric capacity		—		—		—		—
Purchased gas		372		398		1,535		1,708
Other operations and maintenance		245		209		747		735
Depreciation, depletion and amortization		49		64		210		258
Other taxes		48		46		173		175

Total operating expenses		718		718		2,679		2,901

Income from operations		210		244		822		909

Other income		10		6		40		40

Income including noncontrolling interests before interest and income taxes		220		250		862		949
Interest and related charges		18		28		85		113

Income including noncontrolling interests before income taxes		202		222		777		836
Income taxes		80		77		302		319

Income including noncontrolling interests		122		145		475		517
Noncontrolling interests		—		—		—		—

Operating Earnings Contribution	$	122	$	145	$	475	$	517

Operating Earnings Per Share Contribution	$	0.21	$	0.25	$	0.80	$	0.87

Average shares outstanding, diluted		582.1		598.1		590.1		593.7


February 14, 2011		17

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Dominion Generation

Unaudited Summary of Operating Results


	Three Months Ended December 31,				Twelve Months Ended December 31,
	2010		2009		2010		2009
	(millions, except per share amounts)				(millions, except per share amounts)
Operating Revenue	$	1,973	$	1,933	$	8,418	$	8,751

Operating Expenses
Electric fuel and other energy-related purchases		775		815		3,308		3,627
Purchased electric capacity		107		102		437		411
Purchased gas		—		—		—		—
Other operations and maintenance		579		577		1,842		1,936
Depreciation, depletion and amortization		115		134		462		492
Other taxes		43		42		188		179

Total operating expenses		1,619		1,670		6,237		6,645

Income from operations		354		263		2,181		2,106

Other income		21		20		75		79

Income including noncontrolling interests before interest and income taxes		375		283		2,256		2,185
Interest and related charges		49		48		185		201

Income including noncontrolling interests before income taxes		326		235		2,071		1,984
Income taxes		120		49		771		694

Income including noncontrolling interests		206		186		1,300		1,290
Noncontrolling interests		3		3		9		9

Operating Earnings Contribution	$	203	$	183	$	1,291	$	1,281

Operating Earnings Per Share Contribution	$	0.35	$	0.31	$	2.19	$	2.16

Average shares outstanding, diluted		582.1		598.1		590.1		593.7


February 14, 2011		18

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Corporate and Other

Unaudited Summary of Operating Results


	Three Months Ended December 31,						Twelve Months Ended December 31,
	2010			2009			2010			2009
	(millions, except per share amounts)						(millions, except per share amounts)
Operating Revenue	$	177		$	182		$	737		$	683

Operating Expenses
Electric fuel and other energy-related purchases		—			—			—			—
Purchased electric capacity		—			—			—			—
Purchased gas		1			1			6			4
Other operations and maintenance		164			181			711			681
Depreciation, depletion and amortization		7			8			30			29
Other taxes		8			6			35			30

Total operating expenses		180			196			782			744

Income (loss) from operations		(3	)		(14	)		(45	)		(61	)

Other income		19			39			102			147

Income including noncontrolling interests before interest and income taxes		16			25			57			86
Interest and related charges		141			145			494			533

Income including noncontrolling interests before income taxes		(125	)		(120	)		(437	)		(447	)
Income taxes		(51	)		(74	)		(194	)		(207	)

Income including noncontrolling interests		(74	)		(46	)		(243	)		(240	)
Noncontrolling interests		—			—			—			—

Operating Earnings (Loss) Contribution	$	(74	)	$	(46	)	$	(243	)	$	(240	)

Operating Earnings (Loss) Per Share Contribution	$	(0.13	)	$	(0.08	)	$	(0.41	)	$	(0.41	)

Items excluded from operating earnings (net of taxes)¹		(68	)		(383	)		837			(655	)

Reported Earnings	$	(142	)	$	(429	)	$	594		$	(895	)

Reported Earnings Per Common Share - Diluted	$	(0.25	)	$	(0.72	)	$	1.01		$	(1.51	)

Average shares outstanding, diluted		582.1			598.1			590.1			593.7

¹⁾	For detail on items excluded from operating earnings see GAAP Reconciliation in this Earnings Release Kit.


February 14, 2011		19

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Dominion

Unaudited Operating Revenue Detail (GAAP Based)

(millions)


	Three Months Ended December 31,						Twelve Months Ended December 31,
	2010			2009¹			2010			2009¹
Dominion Consolidated
Operating Revenue
Electric sales:
Regulated	$	1,635		$	1,100		$	7,123		$	6,477
Nonregulated		972			885			3,829			3,802
Gas sales:
Regulated		99			91			308			494
Nonregulated		508			644			2,010			2,315
Gas transportation and storage		423			344			1,493			1,268
Other		109			112			434			442

Total operating revenue	$	3,746		$	3,176		$	15,197		$	14,798
Dominion Virginia Power
Operating Revenue
Electric sales:
Regulated	$	415		$	346		$	1,628		$	1,413
Nonregulated		294			205			1,203			781
Gas sales:
Regulated		—			—			—			—
Nonregulated		247			276			830			942
Gas transportation and storage		2			2			5			6
Other		42			34			154			139

Total operating revenue	$	1,000		$	863		$	3,820		$	3,281
Dominion Energy
Operating Revenue
Electric sales:
Regulated	$	—		$	—		$	—		$	—
Nonregulated		—			—			—			—
Gas sales:
Regulated		99			91			308			494
Nonregulated		327			439			1,375			1,715
Gas transportation and storage		428			350			1,516			1,291
Other		74			82			302			310

Total operating revenue	$	928		$	962		$	3,501		$	3,810
Dominion Generation
Operating Revenue
Electric sales:
Regulated	$	1,227		$	1,195		$	5,502		$	5,505
Nonregulated		728			723			2,852			3,183
Gas sales:
Regulated		—			—			—			—
Nonregulated		4			1			1			1
Gas transportation and storage		—			—			—			—
Other		14			14			63			62

Total operating revenue	$	1,973		$	1,933		$	8,418		$	8,751
Corporate and Other
Operating Revenue
Electric sales:
Regulated	$	(7	)	$	(441	)	$	(7	)	$	(441	)
Nonregulated		—			—			—			—
Gas sales:
Regulated		—			—			—			—
Nonregulated		1			1			43			1
Gas transportation and storage		—			—			—			—
Other		176			181			733			679

Total operating revenue	$	170		$	(259	)	$	769		$	239

¹⁾	2009 amounts have been recast due to the reclassification of Peoples’ results to discontinued operations.


February 14, 2011		20

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Operating Statistics


Dominion	Three Months Ended					Year Ended
Operating Statistics	December 31,					December 31,
	2010		2009			2010		2009
Dominion Consolidated
Regulated Electric Sales Revenue ($ millions)
Residential	$	713	$	698		$	3,277	$	3,156
Commercial		524		549			2,209		2,306
Industrial		121		132			502		559
Governmental		201		177			806		720

Regulated retail revenue		1,560		1,555			6,795		6,741
Wholesale - sales for resale		42		53			178		181
Other revenue¹		34		(508	)		152		(445	)

Total	$	1,635	$	1,100		$	7,123	$	6,477

Dominion Virginia Power
Degree Days (Electric service area)
Cooling
Actual		49		26			2,090		1,477
Normal		46		45			1,546		1,545
Heating
Actual		1,496		1,285			3,819		3,747
Normal		1,317		1,317			3,638		3,638
Electric Delivery Customers (at period end)
Residential		2,167,249		2,149,288			2,167,249		2,149,288
Commercial		233,325		232,656			233,325		232,656
Industrial		546		576			546		576
Governmental		31,934		31,870			31,934		31,870

Total Retail		2,433,054		2,414,390			2,433,054		2,414,390
Wholesale - sales for resale		5		5			5		5

Total		2,433,059		2,414,395			2,433,059		2,414,395

Electricity Delivered (GWh)
Residential		7,295		6,778			32,539		29,920
Commercial		6,925		6,886			29,224		28,463
Industrial		2,060		2,124			8,512		8,644
Governmental		2,645		2,610			10,951		10,727

Total Retail		18,925		18,397			81,226		77,755
Wholesale - sales for resale		840		882			3,311		3,620

Total		19,765		19,279			84,537		81,374

Dominion Retail
Unregulated Energy Customer Accounts (Average)
Natural Gas		564,464		617,397			583,276		631,054
Electric		766,304		483,473			725,207		430,285
Products and Services		764,629		674,347			728,963		656,484

Total		2,095,397		1,775,217			2,037,446		1,717,823

Volumes Sold
Natural Gas (mmcf)		30,080		29,563			96,797		100,620
Electricity (MWh)		3,212,379		2,153,717			12,979,892		7,855,669

¹⁾	4Q09 and full year 2009 amounts include a $523 million charge associated with the settlement of Virginia Power’s 2009 rate case proceeding.

Note: Figures may not add due to rounding


February 14, 2011		21

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT


Dominion	Three Months Ended				Year Ended
Operating Statistics	December 31,				December 31,
	2010		2009		2010		2009
Dominion Energy - Gas Distribution
Regulated Gas Revenue ($mm)
Gas sales revenue
Residential	$	85	$	79	$	265	$	396
Commercial		12		11		37		88
Industrial		1		1		3		6
Other		1		1		3		4

Total	$	99	$	91	$	308	$	494

Regulated Gas Transportation and Storage Revenue ($mm)
Gas transportation revenue
Residential	$	135	$	106	$	422	$	374
Commercial		53		33		141		123
Industrial		15		12		53		45
Other		1		—		2		1

Total transportation revenue		204		152		619		544

Storage revenue		5		3		15		12

Total	$	209	$	154	$	633	$	555

Degree Days
Heating
Actual		2,221		2,019		5,682		5,847
Normal		2,017		2,012		5,734		5,711
LDC Natural Gas Customers (Average)
Gas sales customers
Residential		250,212		253,563		248,932		304,096
Commercial		11,189		11,237		10,550		16,274
Industrial		30		34		29		141
Other		23		24		23		24

Total		261,454		264,858		259,534		320,535

Gas transportation customers
Residential		952,929		957,206		960,375		912,380
Commercial		79,892		78,927		79,687		74,220
Industrial		1,573		1,562		1,571		1,471

Total		1,034,394		1,037,695		1,041,633		988,071

Total LDC natural gas customers
Residential		1,203,141		1,210,769		1,209,307		1,216,476
Commercial		91,081		90,164		90,237		90,494
Industrial		1,603		1,596		1,600		1,612
Other		23		24		23		24

Total		1,295,848		1,302,553		1,301,167		1,308,606

LDC Natural Gas Delivery (mmcf)
Gas sales volume
Residential		8,963		8,179		25,754		34,056
Commercial		1,437		1,188		4,211		7,705
Industrial		118		84		416		658
Other		122		104		480		349

Total		10,640		9,555		30,861		42,768

Gas transportation volume
Residential		30,996		29,464		92,571		87,022
Commercial		16,372		14,982		49,962		47,450
Industrial		24,286		20,939		93,689		70,324
Other		1,210		846		4,394		3,574

Total		72,864		66,231		240,616		208,370

Total LDC natural gas throughput
Residential		39,959		37,643		118,325		121,078
Commercial		17,809		16,170		54,173		55,155
Industrial		24,404		21,023		94,105		70,982
Other		1,332		950		4,874		3,923

Total		83,504		75,786		271,477		251,138

Dominion Energy - Gas Transmission
Natural Gas Liquids sales (million gallons)		41.2		43.2		163.1		162.1
Average Realized NGL Price with Hedging ($/gal)	$	1.42	$	1.42	$	1.38	$	1.34
Gas Shrinkage Cost ($mm)	$	16.7	$	19.7	$	72.6	$	72.0

Note: Figures may not add due to rounding


February 14, 2011		22

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Dominion

Three Months Ended

Year Ended

Operating Statistics

December 31,

2010

2009

2010

2009

Dominion Generation

Regulated Generation

Electricity Sold (GWh) to VP/NCP customers

Residential

7,295

6,778

32,539

29,919

Commercial

6,925

6,886

29,224

28,463

Industrial

2,060

2,124

8,512

8,644

Governmental

2,645

2,610

10,951

10,727

Total Retail

18,925

18,397

81,226

77,754

Wholesale - sales for resale

840

882

3,311

3,620

Total

19,765

19,279

84,537

81,374

Merchant Generation

NEPOOL Merchant Fleet ¹

Baseload Electric Sales (GWh)

5,914

5,241

24,033

24,499

Other Electric Sales (GWh)

512

507

1,986

1,819

Total Electric Sales (GWh)

6,426

5,748

26,019

26,318

PJM Merchant Fleet ²

Baseload Electric Sales (GWh)

804

718

3,356

2,766

Other Electric Sales (GWh)

1,359

1,429

5,549

6,532

Total Electric Sales (GWh)

2,163

2,147

8,905

9,298

¹⁾	Baseload Electric Sales include Millstone and the coal units at Brayton Point and Salem Harbor. Other Electric Sales include Manchester generating station and the oil units at Brayton Point and Salem Habor.

²⁾	Baseload Electric Sales include the State Line generating station. Other Electric Sales includes the Fairless generating station.

Note: Figures may not add due to rounding


February 14, 2011		23

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Schedule of Long-Term Debt

Dominion Resources, Inc. & Subsidiaries

Schedule of Long-Term Debt - Preliminary & Unaudited

($ in Millions)


	At 12/31			At 3/31			At 6/30			At 9/30			At 12/31
	2009			2010			2010			2010			2010
Dominion Resources, Inc.
Unsecured Senior Notes:
2.25% to 8.125%, due 2010 to 2015	$	2,029		$	2,029		$	1,952		$	2,202		$	1,901
5.2% to 8.875%, due 2016 to 2038	$	4,193		$	4,193		$	4,193		$	4,193		$	4,193
Variable rate, due 2010	$	300		$	300		$	—		$	—		$	—
Unsecured Debentures and Senior Notes (previously issued by CNG):
5.0% to 6.85%, due 2010 to 2014	$	1,291		$	1,291		$	1,291		$	1,291		$	1,091
6.8% and 6.875%, due 2026 and 2027	$	89		$	89		$	89		$	89		$	89
Unsecured Convertible Senior Notes, 2.125%, due 2023	$	202		$	202		$	202		$	202		$	202
Unsecured Junior Subordinated Notes Payable to Affiliated Trusts, 7.83% and 8.4%, due 2027 and 2031	$	268		$	268		$	268		$	268		$	268
Enhanced Junior Subordinated Notes, 6.3% to 8.375%, due 2064 and 2066 ¹	$	1,485		$	1,485		$	1,469		$	1,469		$	1,469
Virginia Electric and Power Company
Unsecured Senior Notes:
4.5% to 5.25%, due 2010 to 2015	$	1,430		$	1,430		$	1,430		$	1,430		$	1,200
3.45% to 8.875%, due 2016 to 2038	$	4,408		$	4,407		$	4,401		$	4,699		$	4,694
Tax-Exempt Financings:
Variable rates, due 2016 to 2041 ²	$	119		$	119		$	119		$	119		$	219
7.65%, due 2010	$	1		$	—		$	—		$	—		$	—
1.375% to 6.5%, due 2017 to 2040	$	503		$	503		$	503		$	503		$	608
Dominion Energy, Inc.
Secured Senior Note, 7.33%, due 2020	$	183		$	183		$	177		$	177		$	171
Tax-Exempt Financings, 5.0% and 5.75%, due 2033 to 2042 ³	$	124		$	124		$	124		$	124		$	124

Total Principal Amount	$	16,625		$	16,623		$	16,218		$	16,766		$	16,229

Fair Value Hedge Valuation		23			24			54			59			49
Amounts Due Within One Year		(1,137	)		(1,254	)		(895	)		(776	)		(497	)
Unamortized Discount & Premium, net		(30	)		(29	)		(28	)		(26	)		(23	)

Total Long-Term Debt	$	15,481		$	15,364		$	15,349		$	16,023		$	15,758

¹⁾	$16 million of the $500 million 6.3% 2006 Series B Enhanced Junior Subordinated Notes due 2066 were purchased and cancelled in April 2010.

²⁾	$160 million of tax-exempt bonds due in 2040 issued by the IDA of Wise County on behalf of VEPCO in December 2010 ($60 million of which were issued in September 2009) are not included upon consolidation because the bonds have been temporarily purchased and are held by VEPCO.

³⁾	$235 million of tax-exempt bonds due in 2041 issued by Massachusetts Development Finance Agency on behalf of Dominion Brayton Point, LLC in December 2010 are not included upon consolidation because the bonds have been temporarily purchased and are held by DRI.


February 14, 2011		24

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Schedule of Debt Maturity

Dominion Resources, Inc. & Subsidiaries

2011 - 2015 Schedule of Debt Maturities as of December 31, 2010

($ in Millions)


	Due Date		DRI		VEPCO		Other		Total
2011
6.85% 2001 Series A Senior Notes (from CNG Merger)		04/15/11		18.9		—		—		18.9
6.25% 2001 Series C Senior Notes (from CNG Merger)		11/01/11		450.0		—		—		450.0
7.25% Mecklenburg Senior Bonds		multiple		—		9.6		—		9.6
8.625% Panda-Rosemary Senior Notes		multiple		—		5.4		—		5.4
7.33% Senior Secured Bonds		multiple		—		—		12.5		12.5
7.25% Ft Story, Ft Eustis, Ft Lee and Ft Monroe Promissory Notes		multiple		—		0.2		—		0.2

Total 2011				468.9		15.2		12.5		496.6
2012
6.25% 2002 Series B Senior Notes		06/30/12		334.3		—		—		334.3
5.7% 2002 Series C Senior Notes		09/17/12		520.0		—		—		520.0
5.1% 2007 Series C Senior Notes		11/30/12		—		600.0		—		600.0
7.25% Mecklenburg Senior Bonds		multiple		—		9.8		—		9.8
8.625% Panda-Rosemary Senior Notes		multiple		—		5.6		—		5.6
7.33% Senior Secured Bonds		multiple		—		—		13.4		13.4
7.25% Ft Story, Ft Eustis, Ft Lee and Ft Monroe Promissory Notes		multiple		—		0.2		—		0.2

Total 2012				854.3		615.6		13.4		1,483.3
2013
4.75% 2003 Series A Senior Notes		03/01/13		—		400.0		—		400.0
5.0% 2003 Series D Senior Notes		03/15/13		250.0		—		—		250.0
6.625% 1993 Series B Debentures (from CNG Merger)		12/01/13		22.0		—		—		22.0
7.25% Mecklenburg Senior Bonds		multiple		—		11.6		—		11.6
8.625% Panda-Rosemary Senior Notes		multiple		—		5.9		—		5.9
7.33% Senior Secured Bonds		multiple		—		—		10.9		10.9
7.25% Ft Story, Ft Eustis, Ft Lee and Ft Monroe Promissory Notes		multiple		—		0.2		—		0.2

Total 2013				272.0		417.7		10.9		700.6
2014
5.0% 2003 Series A Senior Notes (from CNG Merger)		03/01/14		200.0		—		—		200.0
7.195% Remarketed 2000 Series E Senior Notes		09/15/14		47.3		—		—		47.3
5.0% 2004 Series A Senior Notes (from CNG Merger)		12/01/14		400.0		—		—		400.0
7.25% Mecklenburg Senior Bonds		multiple		—		11.2		—		11.2
8.625% Panda-Rosemary Senior Notes		multiple		—		6.1		—		6.1
7.33% Senior Secured Bonds		multiple		—		—		14.9		14.9
7.25% Ft Story, Ft Eustis, Ft Lee and Ft Monroe Promissory Notes		multiple		—		0.3		—		0.3

Total 2014				647.3		17.6		14.9		679.8
2015
5.15% 2005 Series C Senior Notes		07/15/15		500.0		—		—		500.0
2.25% 2010 Series A Senior Notes		09/01/15		250.0		—		—		250.0
5.25% 2003 Series C Senior Notes		12/15/15		—		200.0		—		200.0
6.5% 2002 Series IDA Mecklenburg Exempt Facility Rev Bonds		multiple		—		8.2		—		8.2
8.625% Panda-Rosemary Senior Notes		multiple		—		6.0		—		6.0
7.25% Mecklenburg Senior Bonds		multiple		—		4.2		—		4.2
7.33% Senior Secured Bonds		multiple		—		—		17.7		17.7
7.25% Ft Story, Ft Eustis, Ft Lee and Ft Monroe Promissory Notes		multiple		—		0.3		—		0.3

Total 2015				750.0		218.7		17.7		986.4
Total 5-year Debt Maturities			$	2,992.5	$	1,284.8	$	69.4	$	4,346.7


February 14, 2011		25

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Schedule of Change in Capitalization

Dominion Resources, Inc & Subsidiaries

Summary of Changes in Capitalization From December 31, 2009 to December 31, 2010

(Preliminary and Unaudited)

($ in Millions)


Change in Debt (Long-Term Debt plus Securities Due Within One Year)
Balance as of December 31, 2009					$	16,618
Issuances:
VEPCO 2010 Series A 3.45% Senior Notes due 2022			300
DRI 2010 Series A 2.25% Senior Notes due 2015			250
VEPCO IDA of Wise County 2.375% Series 2010 A due 2040			105
VEPCO IDA of Halifax County (variable) Series 2010 A due 2041			100

			755	^{1, 2}
Maturities:
DRI 2008 Series C Floating Rate Senior Notes due 2010			(300	)
DRI 2005 Series A 4.75% Senior Notes due 2010			(300	)
VEPCO 2003 Series B 4.5% Senior Notes due 2010			(230	)
DRI 1998 Series A 6% Debentures due 2010 (from CNG merger)			(200	)
DRI 2000 Series A 8.125% Senior Notes due 2010			(77	)
DRI 2006 Series B 6.3% Enhanced Jr Subordinated Notes due 2066 ³			(16	)
Other			(28	)

			(1,151	)
Change in Fair Value Hedges and Net Discount/Premium			—

Change in Fair Value Hedges and Net Discount/Premium			33

			33
Balance as of December 31, 2010					$	16,255


Change in Shareholders’ Equity
Balance as of December 31, 2009					$	11,185
Issuance and Repurchase of Stock, Net			(810	)
Change in Other Paid-in Capital			9
Changes in AOCI:
Net Other Comprehensive Gain (Loss) associated with effective portion of changes in fair value of derivatives designated as cash flow hedges, net of taxes and amounts reclassified to earnings:
Interest Rate	(70	)
Electricity	(146	)
Gas	2
Other⁴	(16	)

	(230	)
Other changes in Net Other Comprehensive Income ⁵	147

Net change in AOCI			(83	)
Change in Retained Earnings			1,732

Net change in Shareholders’ Equity						848

Balance as of December 31, 2010					$	12,033

¹⁾	$235 million of tax-exempt bonds due in 2041 issued by Massachusetts Development Finance Agency on behalf of Dominion Brayton Point, LLC in December 2010 are not included upon consolidation because the bonds have been temporarily purchased and are held by DRI.

²⁾	$100 million of tax-exempt bonds due in 2040 issued by the IDA of Wise County on behalf of VEPCO in December 2010 are not included upon consolidation because the bonds have been temporarily purchased and are held by VEPCO.

³⁾	$16 million of the $500 million 6.3% 2006 Series B Enhanced Junior Subordinated Notes due 2066 were purchased and cancelled in April 2010.

⁴⁾	Other includes capacity, NGL, oil and foreign exchange hedges.

⁵⁾	Primarily reflects a net increase in unrealized gains on investments held in nuclear decommissioning trusts.


February 14, 2011		26

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Forecast And Outlook

Reconciliation of Operating Earnings Guidance

2010

Dominion

2010 Operating Earnings Guidance Summary

(millions, except per share amounts)


	2009 Actual			Range of Total 2010						2010 Actual
Description	2009 Actual			Low			High			2010 Actual
Operating Earnings before Interest and Taxes:
Dominion Virginia Power	$	784		$	866		$	930		$	891
Dominion Energy		949			852			894			862
Dominion Generation		2,185			2,135			2,205			2,256
Corporate and Other & Eliminations Adjusted EBIT		(32	)		(21	)		(11	)		(33	)

Total Adjusted EBIT		3,887			3,833			4,019			3,976
Consolidated Interest		889			831			841			832
Consolidated Income Taxes		1,039			1,112			1,177			1,156
Noncontrolling Interests		17			17			17			17

Operating Earnings	$	1,942		$	1,874		$	1,984		$	1,971
Average Diluted Shares Outstanding		593.7			586			584			590.1
Operating EPS Range	$	3.27		$	3.20		$	3.40		$	3.34
2010 Operating EPS Guidance Range				$	3.20		$	3.40
2010 Operating EPS Actual >>>										$	3.34

Note: Figures may not add due to rounding


February 14, 2011		27

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

4Q10

Dominion

4Q10 Operating Earnings Guidance Summary

(millions, except per share amounts)


	4Q09 Actual			Range of 4Q10				4Q10 Actual
Description	4Q09 Actual			Low		High		4Q10 Actual
Operating Earnings before Interest and Taxes:
Dominion Virginia Power	$	189		$	212	$	242	$	229
Dominion Energy		250			204		220		220
Dominion Generation		283			350		405		375
Corporate and Other & Eliminations Adjusted EBIT		(2	)		13		15		(2	)

Total Adjusted EBIT		720			778		881		822
Consolidated Interest		233			222		212		232
Consolidated Income Taxes		108			217		261		219
Noncontrolling Interests		5			4		4		5

Operating Earnings	$	374		$	335	$	404	$	366
Average Diluted Shares Outstanding		598.1			583		581		582.1
Operating EPS Range	$	0.63		$	0.58	$	0.70	$	0.63
4Q10 Operating EPS Guidance Range				$	0.59	$	0.69
4Q10 Operating EPS Actual >>>								$	0.63

Note: Figures may not add due to rounding


February 14, 2011		28

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Dominion Generation – Non-Contracted Plants EBITDA


Description	4Q09 Actual			4Q10 Assumption			4Q10 Actual
NEPOOL Merchant Fleet ¹
Baseload Electric Sales (GWh)		5,241			5,566			5,914
Other Electric Sales (GWh)		507			425			512

Total Electric Sales (GWh)		5,748			5,991			6,426
NEPOOL EBITDA ($mm)^{1, 3}	$	228		$	250 - $265		$	257
PJM Merchant Fleet ²
Baseload Electric Sales (GWh)		718			712			804
Other Electric Sales (GWh)		1,429			1,190			1,359

Total Electric Sales (GWh)		2,147			1,902			2,163
PJM EBITDA ($mm) ^{2, 3}	$	21			$25 - $40		$	35
Select Market Price, Volume and Hedging Assumptions:
Average Energy Market Price: ⁴
Average Mass Hub/New Eng. Price (7x24) ($/MWh)	$	44.32		$	41.90		$	48.49
Average PJM West Price (7x24) ($/MWh)	$	37.65		$	37.65		$	43.56
Average NI Hub Price (7x24) ($/MWh)	$	29.10		$	26.16		$	27.41
NEPOOL Baseload Merchant Fleet Hedge Data: ⁵
Net Summer Capability (MW)		3,442			3,435			3,435
Energy % Hedged ^{7, 8}		88	%		91	%		100	%
Energy % Unhedged ⁸		12	%		9	%		0	%
Average Energy Hedge Price ($/MWh)	$	80.14		$	69.90		$	69.90
PJM Baseload Merchant Fleet Hedge Data:⁶
Net Summer Capability (MW)		515			515			515
Energy % Hedged ^{7, 8}		84	%		92	%		100	%
Energy % Unhedged ⁸		16	%		8	%		0	%
Average Energy Hedge Price ($/MWh)	$	55.91		$	53.64		$	53.62

Baseload Electric Sales include Millstone and the coal units at Brayton Point and Salem Harbor. Other Electric Sales includes Manchester generating station and the oil units at Brayton Point and Salem Habor. 2010 Assumption - Other Electric Sales are based on a three-year historical average due to a lack of correlation between sales volumes and EBITDA associated with mid-merit and peaking units.

Baseload Electric Sales include the State Line generating station. Other Electric Sales includes the Fairless generating station. 2010 Assumption - Other Electric Sales are based on a three-year historical average due to a lack of correlation between sales volumes and EBITDA associated with mid-merit and peaking units.

3)	Regional EBITDA, including capacity revenue.

4)	4Q10 based on Dominion’s planning assumption. 4Q10 Actuals based on December 31, 2010 commodity prices.

5)	Includes Brayton Point, Millstone and Salem Harbor Baseload generating stations.

6)	Includes State Line generating station only.

7)	Percentage calculations are capacity-weighted.

8)	Figures may not add due to rounding.


February 14, 2011		29

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Hedging

Dominion - Power, Fuel, Capacity and NGL⁸ Hedge Positions

(as of January 28, 2011)


Merchant Generation Power & Fuel - Hedging & Pricing	Net Summer Capacity (MW)		2011			2012
Non-Contracted Hedge Positions ¹
Millstone		2,016		90	%		70	%
Dominion New England Coal		1,419		50	%		0	%
Dominion New England Oil		886		0	%		0	%
Manchester		432		0	%		0	%
Fairless		1,196		15	%		20	%
State Line		515		77	%		76	%
NedPower		132		38	%		38	%
Fowler Ridge		150		33	%		33	%

Total Non-Contracted Hedge Position ²		6,746		48	%		33	%
Total Contracted ³		2,451		100	%		100	%
Fuel Hedging & Power Pricing
Dominion New England Coal (Fuel) % Hedged				50	%		0	%
State Line Coal (Fuel) % Hedged				74	%		74	%
NEPOOL Baseload - Average Hedge Price ($/MWh) ⁴			$	54.36		$	50.17
PJM Baseload - Average Hedge Price ($/MWh) ⁵			$	46.60		$	35.32

Merchant Generation Capacity - Hedging & Pricing			2011			2012
EFOR Adjusted Capacity for Dominion New England & Millstone (MW)				4,820			4,686
Average Capacity Hedge Price ($/KW - month) ⁶			$	3.64		$	3.07
EFOR Adjusted Capacity for Fairless (MW) ⁷				1,171			1,167
Average Capacity Hedge Price ($/KW - month)			$	4.07		$	3.89
EFOR Adjusted Capacity for State Line (MW)				476			485
Average Capacity Hedge Price ($/KW - month)			$	4.17		$	1.67
EFOR Adjusted Capacity for NedPower (MW)				20			19
Average Capacity Hedge Price ($/KW - month)			$	4.23		$	1.67
EFOR Adjusted Capacity for Fowler Ridge (MW)				31			28
Average Capacity Hedge Price ($/KW - month)			$	4.27		$	1.64

2011 hedge percentages are calculated based on the weighted-average of: 1) actual results which are considered to be 100% hedged, and 2) balance of year hedge percentages. Baseload units include the amount of available energy hedged. Non-baseload units include the capacity or “spark spread” hedged. Capacity shown represents only Dominion’s interest in facility. Assume capacity remains constant in all periods shown.

2)	Annual percentage calculations are capacity-weighted.

3)	Includes Kewaunee, Kincaid, Morgantown and Elwood Power Stations.

4)	NEPOOL Baseload includes Brayton Point, Millstone and Salem Harbor Power Stations.

5)	PJM Baseload includes State Line Power Station.

6)	The 2012 average capacity hedge price includes the FERC approved reliability payment for Salem Harbor.

7)	For the June 1, 2012 to December 31, 2012 period, Fairless RPM auction clearing price is based on Eastern MAAC LDA.

8)	For 2011, estimated annual NGL sales are 170 to 180 million gallons with 134 million gallons hedged at an average price of $1.34 per gallon.

For 2012, estimated annual NGL sales are 180 to 190 million gallons with 126 million gallons hedged at an average price of $1.30 per gallon.

Average hedge price is based on a basket of liquids products: propane (52%), normal butane (17%), iso-butane (10%) and natural gasoline (21%).


February 14, 2011		30

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

GAAP Reconciliation

Reconciliation of 2010 Consolidated Operating Earnings to Reported Earnings

Dominion Consolidated

Unaudited Summary of Operating Results

(millions, except per share amounts)


	Three Months Ended								Twelve Months Ended
	December 31, 2010								December 31, 2010
	Operating		Adjustments			GAAP			Operating		Adjustments			GAAP
Operating Revenue	$	3,753	$	(7	)(i)	$	3,746		$	15,165	$	32	(a), (i)	$	15,197

Operating Expenses
Electric fuel and other energy-related purchases		986		—			986			4,150		—			4,150
Purchased electric capacity		120		—			120			453		—			453
Purchased gas		500		—			500			2,045		5	(a)		2,050
Other operations and maintenance		983		32	(h)		1,015			3,164		560	(a), (b), (c), (h), (i)		3,724
Depreciation, depletion and amortization		261		—			261			1,055		—			1,055
Other taxes		128		(1	)(a)		127			521		11	(a), (b)		532

Total operating expenses		2,978		31			3,009			11,388		576			11,964

Gain on sale of Appalachian E&P operations		—		—			—			—		2,467	(a)		2,467

Income from operations		775		(38	)		737			3,777		1,923			5,700

Other income (loss)		47		13	(d)		60			199		(30	)(d), (a)		169

Income including noncontrolling interests before interest and income taxes		822		(25	)		797			3,976		1,893			5,869
Interest and related charges		232		—			232			832		—			832

Income including noncontrolling interests before income taxes		590		(25	)		565			3,144		1,893			5,037
Income taxes		219		35	(e)		254			1,156		901	(e), (f)		2,057
Income from continuing operations including noncontrolling interests		371		(60	)		311			1,988		992			2,980
Income (loss) from discontinued operations, net of tax		—		(8	)(g)		(8	)		—		(155	)(g)		(155	)
Noncontrolling interests		5		—			5			17		—			17

Earnings	$	366	$	(68	)	$	298		$	1,971	$	837		$	2,808

Earnings Per Share - Diluted	$	0.63	$	(0.12	)	$	0.51		$	3.34	$	1.42		$	4.76

Average shares outstanding, diluted		582.1					582.1			590.1					590.1

Items Excluded From Operating Earnings

(a)	Adjustment to exclude items resulting from the sale of the Appalachian E&P operations.

(b)	Adjustment to exclude charges related to the workforce reduction program.

(c)	Adjustment to exclude a charge resulting from the ceiling test performed for our gas and oil properties under the full cost method accounting.

(d)	Adjustment to exclude net gain/(loss) related to our investment in nuclear decommissioning trust funds.

(e)	Income tax effects for items excluded from operating results.

(f)	Adjustment to exclude charges related to health care legislation changes.

(g)	Adjustment to exclude income (loss) from Peoples discontinued operations.

(h)	Adjustment to exclude impairment charge related to our merchant generation facilities.

(i)	Adjustment to exclude other miscellaneous items at Virginia Power.

Note: Figures may not add due to rounding


February 14, 2011		31

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Reconciliation of 2009 Consolidated Operating Earnings to Reported Earnings

Dominion Consolidated

Unaudited Summary of Operating Results

(millions, except per share amounts)


	Three Months Ended								Year Ended
	December 31, 2009 ¹								December 31, 2009 ¹
	Operating		Adjustments			GAAP			Operating		Adjustments			GAAP
Operating Revenue	$	3,617	$	(441	)(j)	$	3,176		$	15,242	$	(444	)(a), (j)	$	14,798

Operating Expenses
Electric fuel and other energy-related purchases		945		129	(j)		1,074			4,155		130	(i), (j)		4,285
Purchased electric capacity		102		—			102			411		—			411
Purchased gas		561		—			561			2,200		—			2,200
Other operations and maintenance		937		143	(e), (j)		1,080			3,208		504	(b), (e), (h), (i), (j)		3,712
Depreciation, depletion and amortization		290		24	(c)		314			1,119		19	(c)		1,138
Other taxes		117		—			117			483		—			483

Total operating expenses		2,952		296			3,248			11,576		653			12,229

Income from operations		665		(737	)		(72	)		3,666		(1,097	)		2,569

Other income		55		3	(d), (e)		58			221		(27	)(d), (e)		194

Income including noncontrolling interests before interest and income taxes		720		(734	)		(14	)		3,887		(1,124	)		2,763
Interest and related charges		233		—			233			889		—			889

Income including noncontrolling interests before income taxes		487		(734	)		(247	)		2,998		(1,124	)		1,874
Income taxes		108		(278	)(f)		(170	)		1,039		(443	)(f)		596
Income from continuing operations including noncontrolling interests		379		(456	)		(77	)		1,959		(681	)		1,278
Income (loss) from discontinued operations, net of tax		—		73	(g)		73			—		26	(g)		26
Noncontrolling interests		5		—			5			17		—			17

Earnings	$	374	$	(383	)	$	(9	)	$	1,942	$	(655	)	$	1,287

Earnings Per Share - Diluted	$	0.63	$	(0.64	)	$	(0.01	)	$	3.27	$	(1.10	)	$	2.17

Average shares outstanding, diluted		598.1					598.1			593.7					593.7

(a)	Adjustment to exclude contract charge related to Non-Appalachian E&P divestiture.

(b)	Adjustment to exclude a charge resulting from the ceiling test performed for our gas and oil properties under the full cost method accounting.

(c)	Adjustment to exclude the transactions related to the planned sale of Hope.

(d)	Adjustment to exclude net gain/(loss) related to our investment in nuclear decommissioning trust funds.

(e)	Adjustment to exclude impairment on equity method investment.

(f)	Income tax effect for items excluded from operating results.

(g)	Adjustment to exclude income (loss) from Peoples discontinued operations.

(h)	Adjustment to exclude a benefit due to a downward revision in the nuclear decommissioning asset retirement obligation for a power station that is no longer in service.

(i)	Adjustment to exclude charges related to other items.

(j)	Adjustments to exclude charges in connection with the settlement of Virginia Power’s 2009 rate case.

¹⁾	Our 2009 income statements have been recast due to the reclassification of Peoples’ results to discontinued operations.

Note: Figures may not add due to rounding


February 14, 2011		32

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Reconciliation of 2010 Corporate and Other Operating Earnings to Reported Earnings

Corporate and Other

Unaudited Summary of Operating Results

(millions, except per share amounts)


	Three Months Ended									Twelve Months Ended
	December 31, 2010									December 31, 2010
	Operating			Adjustments			GAAP			Operating			Adjustments			GAAP
Operating Revenue	$	177		$	(7	)(i)	$	170		$	737		$	32	(a), (i)	$	769

Operating Expenses
Electric fuel and other energy-related purchases		—			—			—			—			—			—
Purchased electric capacity		—			—			—			—			—			—
Purchased gas		1			—			1			6			5	(a)		11
Other operations and maintenance		164			32	(h)		196			711			560	(a),(b), (c), (h), (i)		1,271
Depreciation, depletion and amortization		7			—			7			30			—			30
Other taxes		8			(1	)(a)		7			35			11	(a), (b)		46

Total operating expenses		180			31			211			782			576			1,358

Gain on sale of Appalachian E&P operations		—			—			—			—			2,467	(a)		2,467

Income from operations		(3	)		(38	)		(41	)		(45	)		1,923			1,878

Other income (loss)		19			13	(d)		32			102			(30	)(d), (a)		72

Income including noncontrolling interests before interest and income taxes		16			(25	)		(9	)		57			1,893			1,950
Interest and related charges		141			—			141			494			—			494

Income including noncontrolling interests before income taxes		(125	)		(25	)		(150	)		(437	)		1,893			1,456
Income taxes		(51	)		35	(e)		(16	)		(194	)		901	(e), (f)		707
Income from continuing operations including noncontrolling interests		(74	)		(60	)		(134	)		(243	)		992			749
Income (loss) from discontinued operations, net of tax		—			(8	)(g)		(8	)		—			(155	)(g)		(155	)
Noncontrolling interests		—			—			—			—			—			—

Earnings (Loss) Contribution	$	(74	)	$	(68	)	$	(142	)	$	(243	)	$	837		$	594

Earnings Per Share	$	(0.13	)	$	(0.12	)	$	(0.25	)	$	(0.41	)	$	1.42		$	1.01

Average shares outstanding, diluted		582.1						582.1			590.1						590.1

Items Excluded From Operating Earnings

(a)	Adjustment to exclude items resulting from the sale of the Appalachian E&P operations.

(b)	Adjustment to exclude charges related to the workforce reduction program.

(c)	Adjustment to exclude a charge resulting from the ceiling test performed for our gas and oil properties under the full cost method accounting.

(d)	Adjustment to exclude net gain/(loss) related to our investment in nuclear decommissioning trust funds.

(e)	Income tax effects for items excluded from operating results.

(f)	Adjustment to exclude charges related to health care legislation changes.

(g)	Adjustment to exclude income (loss) from Peoples discontinued operations.

(h)	Adjustment to exclude impairment charges related to our merchant generation facilities.

(i)	Adjustment to exclude other miscellaneous items at Virginia Power.

Note: Figures may not add due to rounding


February 14, 2011		33

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Reconciliation of 2009 Corporate and Other Operating Earnings to Reported Earnings

Corporate and Other

Unaudited Summary of Operating Results

(millions, except per share amounts)


	Three Months Ended									Year Ended
	December 31, 2009¹									December 31, 2009 ¹
	Operating			Adjustments			GAAP			Operating			Adjustments			GAAP
Operating Revenue	$	182		$	(441	)(j)	$	(259	)	$	683		$	(444	)(a), (j)	$	239

Operating Expenses
Electric fuel and other energy-related purchases		—			129	(j)		129			—			130	(i), (j)		130
Purchased electric capacity		—			—			—			—			—			—
Purchased gas		1			—			1			4			—			4
Other operations and maintenance		181			143	(e), (j)		324			681			504	(b), (e), (h), (i), (j)		1,185
Depreciation, depletion and amortization		8			24	(c)		32			29			19	(c)		48
Other taxes		6			—			6			30			—			30

Total operating expenses		196			296			492			744			653			1,397

Income from operations		(14	)		(737	)		(751	)		(61	)		(1,097	)		(1,158	)

Other income		39			3	(d), (e)		42			147			(27	)(d), (e)		120

Income including noncontrolling interests before interest and income taxes		25			(734	)		(709	)		86			(1,124	)		(1,038	)
Interest and related charges		145			—			145			533			—			533

Income including noncontrolling interests before income taxes		(120	)		(734	)		(854	)		(447	)		(1,124	)		(1,571	)
Income taxes		(74	)		(278	)(f)		(352	)		(207	)		(443	)(f)		(650	)
Income from continuing operations including noncontrolling interests		(46	)		(456	)		(502	)		(240	)		(681	)		(921	)
Income (loss) from discontinued operations, net of tax		—			73	(g)		73			—			26	(g)		26
Noncontrolling interests		—			—			—			—			—			—

Earnings (Loss) Contribution	$	(46	)	$	(383	)	$	(429	)	$	(240	)	$	(655	)	$	(895	)

Earnings Per Share	$	(0.08	)	$	(0.64	)	$	(0.72	)	$	(0.41	)	$	(1.10	)	$	(1.51	)

Average shares outstanding, diluted		598.1						598.1			593.7						593.7

(a)	Adjustment to exclude contract charge related to Non- Appalachian E&P divestiture.

(b)	Adjustment to exclude a charge resulting from the ceiling test performed for our gas and oil properties under the full cost method accounting.

(c)	Adjustment to exclude the transactions related to the planned sale of Hope.

(d)	Adjustment to exclude net gain/(loss) related to our investment in nuclear decommissioning trust funds.

(e)	Adjustment to exclude impairment on equity method investment.

(f)	Income tax effect for items excluded from operating results.

(g)	Adjustment to exclude income (loss) from Peoples discontinued operations.

(h)	Adjustment to exclude a benefit due to a downward revision in the nuclear decommissioning asset retirement obligation for a power station that is no longer in service.

(i)	Adjustment to exclude charges related to other items.

(j)	Adjustments to exclude charges in connection with the settlement of Virginia Power’s 2009 rate case.

¹⁾	Our 2009 income statements have been recast due to the reclassification of Peoples’ results to discontinued operations.

Note: Figures may not add due to rounding


February 14, 2011		34

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Reconciliation of 2009 Operating Earnings to Reported Earnings

Dominion

Reconciliation of 2009 Operating to 2009 GAAP

Unaudited, Operating Segments

(millions, except per share amounts)


Description	2009 Operating			Adjustments			2009 GAAP
Dominion Virginia Power EBIT	$	784					$	784
Dominion Energy EBIT		949						949
Dominion Generation EBIT		2,185						2,185
Corporate and Other & Eliminations EBIT		(32	)		(1,124	)(a),(b),(c),(d)		(1,156	)
Total EBIT	$	3,887			($1,124	)	$	2,763
Consolidated Interest		889						889
Consolidated Income Taxes		1,039			(443	)(e)		596
Noncontrolling Interests		17						17
Income (loss) from Discontinued Operations		0			26	(f)		26

Earnings	$	1,942			($655	)	$	1,287
Average Diluted Shares Outstanding		593.7			593.7			593.7

Operating EPS	$	3.27			—			—

Adjustments		—			($1.10	)		—

Reported EPS		—			—		$	2.17

Note: Totals may not add due to rounding

Items Excluded from Operating

(a)	Adjustment to exclude charges in connection with the settlement of Virginia Power’s 2009 rate case proceedings.

(b)	Adjustment to exclude a charge resulting from the ceiling test performed for our gas and oil properties under the full cost method accounting.

(c)	Adjustment to exclude a benefit due to a downward revision in the nuclear decommissioning asset retirement obligation for a power station unit that is no longer in service.

(d)	Adjustments to exclude net gains (losses) related to our investment in nuclear decommissioning trust funds and other miscellaneous items.

(e)	Income tax effect for items excluded from operating results.

(f)	Adjustments to exclude Peoples discontinued operations.


February 14, 2011		35

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Reconciliation of 2010 Operating Earnings to Reported Earnings

Dominion

Reconciliation of 2010 Operating to 2010 GAAP

Unaudited, Operating Segments

(millions, except per share amounts)


Description	2010 Operating			Adjustments			2010 GAAP
Dominion Virginia Power EBIT	$	891					$	891
Dominion Energy EBIT		862						862
Dominion Generation EBIT		2,256						2,256
Corporate and Other & Eliminations EBIT		(33	)		1,893	(a),(b),(c),(d),(e)		1,860

Total EBIT		3,976		$	1,893			5,869
Consolidated Interest		832			0			832
Consolidated Income Taxes		1,156			901	(f),(g)		2,057
Noncontrolling Interests		17			0			17
Income (loss) from Discontinued Operations		0			(155	)(h)		(155	)

Earnings	$	1,971		$	837		$	2,808
		590.1			590.1			590.1

Operating EPS	$	3.34			—			—

Adjustments		—		$	1.42			—

Reported EPS		—			—		$	4.76

Note: Totals may not add due to rounding

Items Excluded from Operating

(a)	Adjustment to exclude net gain related to our investment in nuclear decommissioning trust funds.

(b)	Adjustment to exclude a net benefit resulting from the sale of our Appalachian E&P operations.

(c)	Adjustments to exclude severance pay and other benefits related to a workforce reduction program.

(d)	Adjustment to exclude an impairment charge related to electric utility SO2 emission allowances.

(e)	Adjustment to exclude impairment charges related to our merchant generation facilities and other miscellaneous items.

(f)	Income tax effect for the adjustments excluded from operating results.

(g)	Adjustment to exclude charges related to 2010 health care law changes that eliminated a tax deduction for a portion of certain retiree health care costs.

(h)	Adjustment to exclude Peoples discontinued operations.


February 14, 2011		36

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Reconciliation of 4Q09 Operating Earnings to Reported Earnings

Dominion

Reconciliation of 4Q09 Operating to 4Q09 GAAP

Unaudited, Operating Segments

(millions, except per share amounts)


Description	4Q09 Operating			Adjustments			4Q09 GAAP
Dominion Virginia Power EBIT	$	189					$	189
Dominion Energy EBIT		250						250
Dominion Generation EBIT		283						283
Corporate and Other & Eliminations EBIT		(2	)		(734	)(a),(b)		(736	)

Total EBIT	$	720			($734	)		($14	)
Consolidated Interest		233						233
Consolidated Income Taxes		108			(278	)(c)		(170	)
Noncontrolling Interests		5						5
Income (loss) from Discontinued Operations		0			73	(d)		73

Earnings	$	374			($383	)		($9	)
Average Diluted Shares Outstanding		598.1			598.1			598.1

Operating EPS	$	0.63			—			—

Adjustments		—			($0.64	)		—

Reported EPS		—			—			($0.01	)

Items Excluded from Operating Earnings

(a)	Adjustment to exclude charges in connection with the proposed settlement of Virginia Power’s 2009 rate case proceedings.

(b)	Adjustment to exclude net gains (losses) related to our investment in nuclear decommissioning trust funds and other miscellaneous items.

(c)	Income tax effect for the adjustments excluded from operating results.

(d)	Adjustment to exclude net income (loss) of Peoples discontinued operations.

Note: Figures may not add due to rounding


February 14, 2011		37

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Reconciliation of 4Q10 Operating Earnings to Reported Earnings

Dominion

Reconciliation of 4Q10 Operating to 4Q10 GAAP

Unaudited, Operating Segments

(millions, except per share amounts)


Description	4Q10 Operating			Adjustments			4Q10 GAAP
Dominion Virginia Power EBIT	$	229					$	229
Dominion Energy EBIT		220						220
Dominion Generation EBIT		375						375
Corporate and Other & Eliminations EBIT		(2	)		(25	)(a),(b)		(27	)

Total EBIT		822			($25	)		797
Consolidated Interest		232						232
Consolidated Income Taxes		219			35	(c)		254
Noncontrolling Interests		5						5
Income (loss) from Discontinued Operations		0			(8	)(d)		(8	)

Earnings	$	366			($68	)	$	298
		582.1			582.1			582.1

Operating EPS	$	0.63			—			—

Adjustments		—			($0.12	)		—

Reported EPS		—			—		$	0.51

Note: Totals may not add due to rounding

Items Excluded from Operating

(a)	Adjustment to exclude net gain related to our investment in nuclear decommissioning trust funds.

(b)	Adjustment to exclude an impairment charge related to one of our merchant generation facilities and other miscellaneous items.

(c)	Income tax effect for the adjustments excluded from operating results.

(d)	Adjustment to exclude Peoples discontinued operations.


February 14, 2011		38

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

2010 and 2011 Earnings Expectations

Earnings Per Share (diluted)

Reconciliation of measures prepared in accordance with Generally Accepted Accounting Principles (GAAP) versus non-GAAP measures


1Q 2010 Operating Earnings (actual):			$0.96
2Q 2010 Operating Earnings (actual):			$0.72
3Q 2010 Operating Earnings (actual):			$1.03
4Q 2010 Operating Earnings (actual):			$0.63
FY 2010 Operating Earnings (actual):			$3.34
1Q 2011 Operating Earnings (estimate):			$0.85 - $0.95
FY 2011 Operating Earnings (estimate):			$3.00 - $3.30
1Q 2010 Reported Earnings (actual):			$0.29
2Q 2010 Reported Earnings (actual):			$2.98
3Q 2010 Reported Earnings (actual):			$0.98
4Q 2010 Reported Earnings (actual):			$0.51
FY 2010 Reported Earnings (actual):			$4.76
1Q 2011 Reported Earnings (estimate):			See Note 1 below
FY 2011 Reported Earnings (estimate):			See Note 1 below

In providing its first-quarter and full-year 2011 operating earnings guidance the company notes that there could be differences between expected reported earnings and estimated operating earnings for matters such as, but not limited to, divestitures or changes in accounting principles. At this time, Dominion management is not able to estimate the impact, if any, of these items on reported earnings. Accordingly, Dominion is not able to provide a corresponding GAAP equivalent for its operating earnings guidance.

Dominion’s estimates of first-quarter and full-year 2011 earnings are subject to various risks and uncertainties. Factors that could cause actual results to differ materially from management’s projections, forecasts, estimates and expectations may include factors that are beyond the company’s ability to control or estimate precisely, fluctuations in energy-related commodity prices, the timing of the closing dates of acquisitions or divestitures, estimates of future market conditions, access to and costs of capital, fluctuations in the value of our pension assets and assets held in our decommissioning trusts, the timing and receipt of regulatory approvals necessary for planned projects, acquisitions and divestitures, and the ability to complete planned construction or expansion projects as scheduled. Other factors include, but are not limited to, weather conditions, including the effects of hurricanes and major storms on operations, the behavior of other market participants, state and federal legislative and regulatory developments and changes to environmental and other laws and regulations, including those related to climate change, greenhouse gases and other emissions to which we are subject, economic conditions in the company’s service area, risks of operating businesses in regulated industries that are subject to changing regulatory structures, changes to regulated gas and electric rates collected by Dominion, changes to rating agency requirements and ratings, changing financial accounting standards, counter-party credit risks, risks related to energy trading and marketing, adverse outcomes in litigation matters, and other uncertainties. Other risk factors are detailed from time to time in Dominion’s most recent quarterly report on Form 10-Q or annual report on Form 10-K filed with the Securities and Exchange Commission.


February 14, 2011		39

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Appendix

2010 Weather Variance

Dominion - Effect of weather compared to normal ¹


Pre-tax Impact ($millions)
Description	1Q10		2Q10			3Q10			4Q10		FY2010
Gas Distribution ²	$	2.1		($2.8	)		($0.1	)	$	2.5	$	1.7
Electric Distribution ³		13.1		17.2			20.3			8.6	$	59.2
Electric Transmission ³		0.2		0.3			0.5			0.2	$	1.2
Utility Generation (VaP) ⁴		26.7		38.9			51.9			16.6	$	134.2

Earnings Impact (pre-tax)	$	42.1	$	53.6		$	72.6		$	27.9	$	196.3


After-tax Impact ($millions)
Description	1Q10		2Q10			3Q10			4Q10		FY2010
Gas Distribution ²	$	1.3		($1.8	)	$	0.0		$	1.6	$	1.1
Electric Distribution ³		7.9		10.5			12.4			5.2	$	36.0
Electric Transmission ³		0.2		0.3			0.3			0.2	$	1.0
Utility Generation (VaP) ⁴		16.5		24.2			32.2			10.3	$	83.2

Earnings Impact (after-tax)	$	25.9	$	33.2		$	44.9		$	17.3	$	121.3

Dominion - Effect of weather compared to prior period ¹



Pre-tax Impact ($millions)
Description	1Q’10 v. ‘09			2Q’10 v. ‘09			3Q’10 v. ‘09		4Q’10 v. ‘09		FY ’10 v. ‘09
Gas Distribution ²		($2.5	)		($2.1	)	$	0.3	$	2.2		($2.1	)
Electric Distribution ³		5.4			18.9			34.6		12.8	$	71.7
Electric Transmission ³		0.9			2.5			3.4		0.2	$	7.0
Utility Generation (VaP) ⁴		11.2			43.4			88.4		24.8	$	167.8

Earnings Impact (pre-tax)	$	15.0		$	62.7		$	126.7	$	40.0	$	244.4


After-tax Impact ($millions)
Description	1Q’10 v. ‘09			2Q’10 v. ‘09			3Q’10 v. ‘09		4Q’10 v. ‘09		FY ’10 v. ‘09
Gas Distribution ²		($1.7	)		($1.3	)	$	0.2	$	1.4		($1.4	)
Electric Distribution ³		3.3			11.5			21.1		7.8	$	43.7
Electric Transmission ³		0.6			1.5			2.2		0.1	$	4.4
Utility Generation (VaP) ⁴		6.9			27.0			54.8		15.4	$	104.1

Earnings Impact (after-tax)	$	9.1		$	38.7		$	78.3	$	24.7	$	150.8

1)	The effects on earnings from differences in weather compared to normal and compared to prior period are measured using base rate revenue. This schedule does not reflect the O&M expenditures for restoring service associated with outages caused by major storms.

2)	Reported in the Dominion Energy segment. Includes Dominion East Ohio Gas Company and Hope Gas, Inc.

3)	Reported in the Dominion Virginia Power segment.

4)	Reported in the Dominion Generation segment.

Note: Figures may not add due to rounding


February 14, 2011		40

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

Supplemental Treasury Information

Dominion Liquidity Position

(All amounts in $ millions)


Description	12/31/2010
Total Committed Bank Lines	$	3,500
Less:
Commercial Paper Outstanding		1,386
Letters of Credit Issued		136
Funded Loans		0

Total Available Capacity	$	1,978
Cash & Short-Term Investments On Hand		62

Total Liquidity Available	$	2,040

Committed bank lines consist of the following:

A $3.0 billion three-year revolving credit facility entered into by Dominion Resources, Inc. (“DRI”) and Virginia Electric and Power Company (“VEPCO”) in September 2010 which terminates in September 2013. This facility is available to DRI as well as VEPCO.

A $500 million on three-year revolving credit facility entered into by DRI and VEPCO in September 2010 which terminates in September 2013. This facility is available to DRI as well as VEPCO.

Additionally, there is a $120 million three-year revolving credit facility (not reflected in table above) entered into by VEPCO in September 2010, and which terminates in September 2013, which is dedicated to certain tax-exempt bond issuances by VEPCO.

Please refer to page 25 of this Earnings Release Kit for a Schedule of Debt Maturities.


February 14, 2011		41

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.

DOMINION – REVISED 4Q10 EARNINGS RELEASE KIT

List of Revised Schedules

The following Schedules, included in this Release Kit, have been revised to reflect the reversal of charges related to a reserve for potential rate credits at Virginia Power.


Schedule	Page Number
Schedule 1 - Segment Operating Earnings		8
Schedule 2 - Reconciliation of 2010 Operating Earnings to Reported Earnings		9
Schedule 4 - Reconciliation of 2010 Earnings to 2009		11
Consolidated Financial Statements (GAAP) - Dominion Consolidated
Preliminary & Unaudited Income Statements (GAAP Based)		12
Preliminary & Unaudited Balance Sheets (Summarized)		13
Preliminary & Unaudited Statements of Cash Flows (Summarized)		14
Segment Operating Earnings Results
Dominion Consolidated - Unaudited Summary of Operating Results		15
Corporate and Other - Unaudited Summary of Operating Results		19
Dominion - Unaudited Operating Revenue Detail (GAAP Based)		20
Operating Statistics - Dominion Consolidated		21
Schedule of Changes in Capitalization - Dominion Resources, Inc. & Subsidiaries		26
GAAP Reconciliation
Reconciliation of 2010 Consolidated Operating Earnings to Reported Earnings (Unaudited)		31
Reconciliation of 2010 Corporate and Other Operating Earnings to Reported Earnings (Unaudited)		33
Reconciliation of 2010 Operating Earnings to Reported Earnings		36
Reconciliation of 4Q10 Operating Earnings to Reported Earnings		38
GAAP Reconciliation - 2010 and 2011 Earnings Expectations		39


February 14, 2011		42

Please refer to the “Important Note to Investors” on page 3 of the REVISED 4Q10 Earnings Release

Kit for risks and uncertainties related to projections and forward-looking statements.