SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report: July 21, 2003
(Date of earliest event reported)
Dominion Resources, Inc.
(Exact name of registrant as specified in its charter)
Virginia 1-8489 54-1229715
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
120 Tredegar Street
Richmond, Virginia 23219-3932
(804) 819-2000
(Address including zip code, and telephone number, including area code, of
registrant's principal executive offices)
(Former name or former address, if changed since last report.)
ITEM 5. OTHER EVENTS
On July 21, 2003, Dominion Resources, Inc. (the Company) entered into an
underwriting agreement (the Underwriting Agreement) with UBS Securities LLC and
Wachovia Capital Markets, LLC, as Representatives named in the Underwriting
Agreement for the sale of $510,000,000 aggregate principal amount of the
Company's 2003 Series F 5.25% Senior Notes Due 2033. Such Senior Notes, which
are designated the 2003 Series F 5.25% Senior Notes Due 2033, are a portion of
the $3.0 billion aggregate principal amount of securities that were registered
by the Company pursuant to a registration statement on Form S-3 under Rule 415
under the Securities Act of 1933, as amended, which registration statement was
declared effective on July 11, 2003 (File No. 333-106790). A copy of the
Underwriting Agreement including exhibits thereto, is filed as Exhibit 1 to this
Form 8-K.
A copy of the form of the Twenty-Second Supplemental Indenture to the Company's
June 1, 2000 Senior Indenture, pursuant to which the 2003 Series F 5.25% Senior
Notes Due 2033 will be issued, is filed as Exhibit 4.2 to this Form 8-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Exhibits
1 Underwriting Agreement, dated July 21, 2003, between the Company and
UBS Securities LLC and Wachovia Capital Markets, LLC, as
Representatives named in the Underwriting Agreement.
4.1 Form of Senior Indenture, dated as of June 1, 2000, between the
Company and JPMorgan Chase Bank (formerly, The Chase Manhattan
Bank), as Trustee (incorporated by reference to Exhibit 4(iii) to
the Company's Registration Statement on Form S-3 (Registration No.
333-93187).
4.2 Form of Twenty-Second Supplemental Indenture to the Senior Indenture
pursuant to which the 2003 Series F 5.25% Senior Notes Due 2033 will
be issued. The form of the 2003 Series F 5.25% Senior Notes Due 2033
is included as Exhibit A to the form of the Twenty-Second
Supplemental Indenture.
12 Ratio of Earnings to Fixed Charges
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
DOMINION RESOURCES, INC.
Registrant
/s/ James P. Carney
--------------------------------
James P. Carney
Assistant Treasurer
Date: July 22, 2003