Commission File No. 1-8489
SECURITIES AND EXCHANGE COMMISSION
AMENDMENT NO. 1
TO
FORM U5S
ANNUAL REPORT
For the year ended December 31, 2001
DOMINION RESOURCES, INC.
FORM U5S-ANNUAL REPORT
FOR THE YEAR ENDED DECEMBER 31, 2001
This Amendment No.1 to Dominion Resources, Inc. (Dominion) Form U5S Annual Report for the year ended December 31, 2001, is being filed to update Items 1, 9, and 10 to include companies that were not previously included in Dominion's Form U5S filed on May 1, 2002.
TABLE OF CONTENTS
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PAGE |
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ITEM 1 |
SYSTEM COMPANIES AND INVESTMENTS THEREIN AS OF DECEMBER 31, 2001 |
3 |
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ITEM 9. |
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18 |
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26 |
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Part III. Investment in exempt wholesale generators and foreign utility companies |
27 |
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ITEM 10. |
27 |
DOMINION RESOURCES, INC.
FORM U5S-ANNUAL REPORT
FOR THE YEAR ENDED DECEMBER 31, 2001
ITEM 1. SYSTEM COMPANIES AND INVESTMENT THEREIN AS OF DECEMBER 31, 2001
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Number of Common Shares Owned |
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(Thousand of Dollars) |
||||
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Dominion Resources, Inc. (Dominion) (note 1) |
Holding company |
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Consolidated Natural Gas Company (CNG) (note 1): |
Holding company |
100 |
100% |
2,999,566 |
6,909,657 |
||||||
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CNG Coal Company (CNG Coal) |
Held coal properties |
2,236 |
100% |
** |
** |
||||||
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CNG International Corporation (CNG International) |
Energy related activities outside the United States |
23,855 |
100% |
** |
** |
||||||
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Unsecured debt |
** |
** |
|||||||||
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DBNGP Finance Co., LLC |
Holding company |
N/A |
50% |
** |
** |
||||||
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CNG Cayman Two Ltd. (note 3) |
Holding company |
N/A |
23.08% |
** |
** |
||||||
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Epic Development (TPA) Pty Limited * |
Holding company |
N/A |
33% |
** |
** |
||||||
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Epic Energy East Pipelines Pty Ltd. * |
Holding company |
N/A |
33% |
** |
** |
||||||
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The Latin America Energy and Electricity Fund I, L.P. |
Energy Investment Fund |
N/A |
16.5% |
** |
** |
||||||
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CNG Kauai, Inc. |
Holding company |
1 |
100% |
** |
** |
||||||
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Kauai Power Partners, L.P. (note 4) |
Power generation project |
N/A |
100% |
** |
** |
||||||
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CNG Main Pass Gas Gathering Corporation |
Gas gathering |
1 |
100% |
** |
** |
||||||
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Dauphin Island Gathering Partners |
Gas gathering |
N/A |
13.6% |
** |
** |
||||||
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CNG Oil Gathering Corporation |
Oil gathering |
1 |
100% |
** |
** |
||||||
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Main Pass Oil Gathering Company |
Oil gathering |
N/A |
33.3% |
** |
** |
||||||
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CNG Power Services Corporation |
Electric power marketing |
1,552 |
100% |
** |
** |
||||||
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Armstrong Energy Limited Partnership, LLLP (note 5) |
Power generation project |
N/A |
100% |
** |
** |
||||||
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Dominion CNG Capital Trust I (notes 2 and 29) |
Business trust |
247,423 |
100% |
** |
** |
||||||
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Dominion Exploration and Production, Inc. (Dominion E&P) |
Oil and gas exploration and production |
43,900 |
100% |
** |
** |
||||||
|
Unsecured debt |
** |
** |
|||||||||
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CNG Pipeline Company |
Oil pipeline |
12,000 |
100% |
** |
** |
||||||
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Dominion Field Services, Inc. (Dominion Field Services) |
Gas marketing and gas storage services |
1,722 |
100% |
** |
** |
||||||
3
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Number of Common Shares Owned |
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(Thousand of Dollars) |
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Dominion Greenbrier, Inc. (note 2) |
Holding Company |
100 |
100% |
** |
** |
||||||
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Unsecured debt |
** |
** |
|||||||||
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Dominion Pipeline -Greenbrier, Inc.* (notes 2 and 30) |
Public service company - survey land |
100 |
100% |
** |
** |
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Greenbrier Pipeline Company, LLC (note 2) |
Develop, own & operate interstate natural gas pipeline |
N/A |
67% |
** |
** |
||||||
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Dominion Natural Gas Storage, Inc. (note 2) |
Owns gas storage facilities |
100 |
100% |
** |
** |
||||||
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Unsecured debt |
** |
** |
|||||||||
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Dominion Oklahoma Texas Exploration & Production, Inc. (DOTEPI) (note 2) |
Holding company |
100 |
100% |
** |
** |
||||||
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Unsecured debt |
** |
** |
|||||||||
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American Exploration Production Company* (note 2) |
Holding company |
500 |
100% |
** |
** |
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American Reserve Corporation* (note 2) |
Holding company |
10,000 |
100% |
** |
** |
||||||
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Conquest Associates - II Limited (note 2) |
Holds oil and gas properties |
N/A |
49% |
** |
** |
||||||
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Dominion Gas Marketing, Inc. * (note 2) |
Holding company |
100 |
100% |
** |
** |
||||||
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LDNG Acquisition, Inc. * (note 2) |
Holding company |
1000 |
100% |
** |
** |
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LDNG Texas Holdings, Inc. (note 2) |
Holding company |
500 |
100% |
** |
** |
||||||
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Dominion Natural Gas I, LP (notes 2 and 6) |
Holds oil and gas properties |
N/A |
100% |
** |
** |
||||||
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Stonewater Pipeline Company, L.P. (notes 2 and 7) |
Holds pipeline |
N/A |
100% |
** |
** |
||||||
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Stonewater Pipeline Company of Texas, Inc. (note 2) |
Holding company |
1,000 |
100% |
** |
** |
||||||
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Dominion Products and Services, Inc. |
Markets energy-related services |
399 |
100% |
** |
** |
||||||
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Dominion Member Services, Inc. |
Offers products and services to retail customers |
1 |
100% |
** |
** |
||||||
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Dominion Retail, Inc. (Dominion Retail) |
Retail energy marketing |
600 |
100% |
** |
** |
||||||
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Dominion Transmission, Inc. (Dominion Transmission) |
Gas transmission |
60,101 |
100% |
837,526 |
827,579 |
||||||
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Unsecured debt |
331,599 |
331,599 |
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4
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Number of Common Shares Owned |
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(Thousand of Dollars) |
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Dominion Iroquois, Inc. (note 8) |
Holds interest in gas transmission system |
2,394 |
100% |
** |
** |
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Iroquois Gas Transmission System, L.P. |
Gas transmission |
N/A |
24.72% |
** |
** |
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Hope Gas, Inc. (Dominion Hope) |
Gas utility |
449,000 |
100% |
64,110 |
63,037 |
||||||||
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Unsecured debt |
36,456 |
36,456 |
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The East Ohio Gas Company (Dominion East Ohio) |
Gas utility |
4,759,353 |
100% |
467,108 |
469,001 |
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Unsecured debt |
295,819 |
295,819 |
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The Peoples Natural Gas Company (Dominion Peoples) |
Gas utility |
1,835,350 |
100% |
294,523 |
285,479 |
||||||||
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Unsecured debt |
130,083 |
130,083 |
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Dominion Capital, Inc. (Dominion Capital) (notes 1 and 9) |
Financial services holding company |
20 |
100% |
** |
** |
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Unsecured debt (Exhibit F-1) |
** |
** |
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Boston Capital Tax Credit Fund Limited Partnership - Series 6 |
Holds low-income housing assets |
N/A |
11.86% |
** |
** |
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Boston Capital Tax Credit Fund II Limited Partnership - Series 11 |
Holds low-income housing assets |
N/A |
10.46% |
** |
** |
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Boston Financial Institutional Tax Credits Special Investments, L.P. |
Holds low-income housing assets |
N/A |
10.84% |
** |
** |
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Catalyst Old River Hydroelectric Limited Partnership |
Electric power generation |
N/A |
25% |
** |
** |
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Dominion Capital Ventures Corporation |
Middle market commercial lending |
100 |
100% |
** |
** |
||||||||
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First Dominion Capital, L.L.C. |
Middle market commercial lending |
930,000 |
97% |
** |
** |
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Dallastown Realty I, LLC |
Holding company |
N/A |
100% |
** |
** |
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Dallastown Realty II, LLC |
Property acquisitions |
N/A |
100% |
** |
** |
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DRF Acquisition, LLC |
Publisher of daily racing form |
N/A |
29.1% |
** |
** |
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FFI Acquisition Corp. |
Sales of dinnerware |
200,000 |
12% |
** |
** |
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Gichner Systems Group, Inc. |
Manufacturer of shelters & enclosures |
1,000 |
100% |
** |
** |
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Home Fragrance Holdings, Inc. |
Manufacturer & distributor of candles |
16,250 |
11.47% |
** |
** |
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MassMicroelectronics, LLC |
Microcircuits |
N/A |
100% |
** |
** |
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Starcom Holdings, Inc. |
Electrical contracting |
24,660 |
10.21% |
** |
** |
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5
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Number of Common Shares Owned |
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(Thousand of Dollars) |
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Dominion First Source, Inc. |
Holding company |
100 |
100% |
** |
** |
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Compendia Media Group (note 10) |
Compilation and sale of recorded music |
4,000 |
100% |
** |
** |
||||||
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Intersound, Inc. * |
Music publishing |
3000 |
100% |
** |
** |
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JustMike, Inc. * |
Music publishing |
3000 |
100% |
** |
** |
||||||
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Lexicon Music, Inc. * |
Music publishing |
3000 |
100% |
** |
** |
||||||
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Peg Publishing, Inc. * |
Music publishing |
3000 |
100% |
** |
** |
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Royce Publishing, Inc. * |
Music publishing |
3000 |
100% |
** |
** |
||||||
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DEH Arizona, LLC |
Real estate holding |
N/A |
50% |
** |
** |
||||||
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FSAR Holdings, Inc. |
Holding company |
400 |
41% |
** |
** |
||||||
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Electro Source, LLC |
Distributor of video game accessories |
N/A |
100% |
** |
** |
||||||
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HLHN Holdings, LLC |
Holding company |
N/A |
15% |
** |
** |
||||||
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Houlihan's Restaurants, Inc. |
Operates a national chain of restaurants |
100 |
100% |
** |
** |
||||||
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Marine Optical, Inc. * |
Designer & distributor of eyewear |
725,824 |
100% |
** |
** |
||||||
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Dominion Land Management Company |
Real estate management |
100 |
100% |
** |
** |
||||||
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Dominion Land Management Company - Williamsburg |
Real estate management |
10,000 |
100% |
** |
** |
||||||
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Old North State Management Company |
Real estate management |
100 |
100% |
** |
** |
||||||
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Dominion Lands, Inc. |
Land development |
10 |
100% |
** |
** |
||||||
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Chesterfield Land Associates * |
Land development |
N/A |
100% |
** |
** |
||||||
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Governor's Land Associates |
Land development |
N/A |
100% |
** |
** |
||||||
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Lake Badin Associates |
Land development |
N/A |
100% |
** |
** |
||||||
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Uwharrie Point Building Company, LLC |
Construction management |
N/A |
100% |
** |
** |
||||||
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Stonehouse Development Company, LLC |
Land development |
N/A |
100% |
** |
** |
||||||
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Stonehouse Communication, LLC * |
Cable franchise |
N/A |
100% |
** |
** |
||||||
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Stonehouse Real Estate Company, LLC |
Real estate development |
N/A |
100% |
** |
** |
||||||
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The Association at Stonehouse, Inc. |
Homeowners' association |
N/A |
100% |
** |
** |
||||||
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Widewater Associates |
Land development |
N/A |
100% |
** |
** |
||||||
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Dominion Venture Investments, Inc. |
Middle market commercial lending |
100 |
100% |
** |
** |
||||||
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Cambrian Capital Corporation |
Oil/Gas financial lending |
3,000 |
46% |
** |
** |
||||||
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Triassic Energy Corporation |
Oil/Gas financial lending |
1,000 |
100% |
** |
** |
||||||
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Devonian Energy Corporation |
Oil/Gas financial lending |
1,000 |
100% |
** |
** |
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6
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Number of Common Shares Owned |
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(Thousand of Dollars) |
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Cambrian Capital Partners, L.P. |
Oil/Gas financial lending |
N/A |
45% |
** |
** |
||||||
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Triassic Energy Partners, L.P. (Note 11) |
Oil/Gas financial lending |
N/A |
100% |
** |
** |
||||||
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Devonian Energy Partners, L.P. |
Oil/Gas financial lending |
N/A |
100% |
** |
** |
||||||
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Edgen, Inc. |
Real estate holding company |
541 |
100% |
** |
** |
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H-W Properties, Inc. |
Real estate investment |
801 |
100% |
** |
** |
||||||
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Waterford Harbor Realty, Inc. |
Real estate development |
100 |
100% |
** |
** |
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First Source Equity Holdings, Inc. |
Holding company |
100 |
100% |
** |
** |
||||||
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First Source Financial, Inc. |
Middle market commercial lending |
1,000 |
100% |
** |
** |
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Spell Capital Partners Fund I, L.P. |
Investment company |
N/A |
10% |
** |
** |
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Louisiana Hydroelectric Capital Corporation |
Investment company |
10 |
100% |
** |
** |
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Trust Agreement Trust No. 6 |
Special purpose subsidiary |
N/A |
10% |
** |
** |
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Massachusetts Properties Limited Partnership |
Holds low income housing assets |
N/A |
10.24% |
** |
** |
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NH Capital, Inc. |
Holding company |
10 |
100% |
** |
** |
||||||
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OptaCor Financial Services Company, Inc. |
Direct mail unsecured consumer loans |
1,000 |
100% |
** |
** |
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Rincon Securities, Inc. |
Investment company |
1 |
100% |
** |
** |
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Shoulders Hill/DCI properties, Inc. |
Real estate investment |
100 |
100% |
** |
** |
||||||
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Stanton Associates, Inc. |
Real estate holding company |
529,411 |
100% |
** |
** |
||||||
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Goodman Segar Hogan, Inc. |
Real estate company |
10,800 |
100% |
** |
** |
||||||
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Air Cargo Associates* |
Real estate |
N/A |
54.9% |
** |
** |
||||||
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Baxter Road Associates |
Real estate |
N/A |
100% |
** |
** |
||||||
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Denbigh Shopping Center Associates |
Holding company |
N/A |
95% |
** |
** |
||||||
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Turnbarr Associates |
Real estate |
N/A |
37.5% |
** |
** |
||||||
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Goodman Segar Hogan of Orlando, Inc. |
Holding company |
1,420 |
100% |
** |
** |
||||||
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Historic Town Square Company |
Real estate |
N/A |
60% |
** |
** |
||||||
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Stanton Associates Two |
Real estate investment |
N/A |
100% |
** |
** |
||||||
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Salem Lakes Commercial Associates |
Real estate |
N/A |
100% |
** |
** |
||||||
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Stonehouse, LLC |
Real estate investment |
N/A |
50% |
** |
** |
||||||
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Vidalia Audit, Inc. |
Audit company for hydroelectric project |
100 |
100% |
** |
** |
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7
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Number of Common Shares Owned |
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(Thousand of Dollars) |
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Virginia Financial Ventures, Inc. |
Commercial finance |
100 |
100% |
** |
** |
|||||||
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First Source Financial LLP (note 13) |
Middle market commercial lending |
N/A |
100% |
** |
** |
|||||||
|
FS Warrant, L.P. (notes 14 and 31) |
Holding company |
N/A |
100% |
** |
** |
|||||||
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DF Holdings, Inc. |
Holding company |
1,958,543 |
11.8% |
** |
** |
|||||||
|
Piece Dye Acquisition Corporation |
Dyer & finisher of fabrics |
5000 |
100% |
** |
** |
|||||||
|
Tristar Enterprises, LLC |
Vacuum cleaner sales |
N/A |
40% |
** |
** |
|||||||
|
Firearms Training Systems, Inc. |
Firearms training |
9,467,188 |
13.77% |
** |
** |
|||||||
|
Williams Court/DCI Properties, Inc. |
Real estate investment |
100 |
100% |
** |
** |
|||||||
|
Dominion Energy, Inc. (Dominion Energy ) (note 1) |
Holding company |
10 |
100% |
** |
** |
|||||||
|
Unsecured debt (Exhibit F-1) |
** |
** |
||||||||||
|
Caithness BLM Group, L.P. |
Geothermal Electric generation |
N/A |
20% |
** |
** |
|||||||
|
Caithness Navy II Group, L.P. |
Geothermal Electric generation |
N/A |
23% |
** |
** |
|||||||
|
DEI Cayman Holding Company * |
Holding company |
100 |
100% |
** |
** |
|||||||
|
Dominion Energy Holding Cayman Company LDC * (note 15) |
Holding company |
100 |
100% |
** |
** |
|||||||
|
Dominion do Brasil Ltda. * (note 16) |
Holding company |
10,000 |
100% |
** |
** |
|||||||
|
Doma Energia e Participacoes Ltda. * |
Special purpose subsidiary |
10,000 |
100% |
** |
** |
|||||||
|
Dominion Armstrong, Inc. |
Holding company |
100 |
100% |
** |
** |
|||||||
|
Dominion Armstrong Services Company, Inc. (note 2) |
Administrative services |
100 |
100% |
** |
** |
|||||||
|
Dominion Black Warrior Basin, Inc. |
Exploration and production |
10 |
100% |
** |
** |
|||||||
|
Dominion Cleveland Thermal, Inc. (note 2) |
Holding company |
100 |
100% |
** |
** |
|||||||
|
Dominion Cleveland Thermal, LLC (note 2) |
Holding Company |
N/A |
100% |
** |
** |
|||||||
|
Dominion Cleveland Thermal Generation, LLC (note 2) |
Steam and chilled water generation |
N/A |
100% |
** |
** |
|||||||
|
Dominion Cleveland Steam Distribution, LLC (note 2) |
Steam distribution |
N/A |
100% |
** |
** |
|||||||
|
Dominion Cleveland Chilled Water Distribution, LLC |
Chilled water distribution |
N/A |
100% |
** |
** |
|||||||
8
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|
Number of Common Shares Owned |
|
|
|
|||||
|
|
|
|
|
|
|
|
(Thousand of Dollars) |
|||
|
Dominion Cogen, Inc. |
Cogeneration |
100 |
100% |
** |
** |
|||||
|
Dominion Cogen WV, Inc. |
Cogeneration in the state of WV |
10 |
100% |
** |
** |
|||||
|
Unsecured debt |
** |
** |
||||||||
|
Morgantown Energy Associates |
Cogeneration |
N/A |
50% |
** |
** |
|||||
|
Dominion Davidson, Inc. * (notes 2 and 30) |
Power generation project |
100 |
100% |
** |
** |
|||||
|
Dominion Dresden, Inc. |
Holding company |
100 |
100% |
** |
** |
|||||
|
Dresden Energy, LLC |
Power generation project |
N/A |
100% |
** |
** |
|||||
|
Dominion Dresden Services Company, Inc. (note 2) |
Administrative services |
100 |
100% |
** |
** |
|||||
|
Dominion Elwood, Inc. |
Holding company |
100 |
100% |
** |
** |
|||||
|
Elwood Energy LLC |
Power generation project |
N/A |
50% |
** |
** |
|||||
|
Elwood II Holdings, LLC |
Hold and resell turbines |
N/A |
100% |
** |
** |
|||||
|
Elwood III Holdings, LLC |
Hold and resell turbines |
N/A |
100% |
** |
** |
|||||
|
Dominion Elwood Expansion, Inc. * (notes 2 and 30) |
Holding company |
100 |
100% |
** |
** |
|||||
|
Elwood Expansion LLC * (note 2) |
Holds land |
N/A |
50% |
** |
** |
|||||
|
Dominion Elwood Services Company, Inc. |
Administrative services |
10 |
100% |
** |
** |
|||||
|
Dominion Energy Clearinghouse Storage Services, Inc. * (notes 2 and 30) |
Storage service contracts |
100 |
100% |
** |
** |
|||||
|
Dominion Energy Construction Company, Inc. |
General contractor |
100 |
100% |
** |
** |
|||||
|
Dominion Energy Direct Sales, Inc. |
Gas and electric marketing |
100 |
100% |
** |
** |
|||||
|
Unsecured debt |
** |
** |
||||||||
|
Dominion Energy Exchange, Inc. |
Investor in electronic marketplace |
100 |
100% |
** |
** |
|||||
|
Dominion Energy Marketing, Inc. |
Power marketing |
100 |
100% |
** |
** |
|||||
|
Dominion Energy Peru Holdings, Inc. * |
Holding company |
100 |
100% |
** |
** |
|||||
|
Dominion Energy Services Company, Inc. (DESCO) |
Administrative services |
10 |
100% |
** |
** |
|||||
|
Unsecured debt |
** |
** |
||||||||
|
Dominion Equipment, Inc. |
Special purpose subsidiary |
100 |
100% |
** |
** |
|||||
|
Dominion Equipment II, Inc. * (note 30) |
Special purpose subsidiary |
100 |
100% |
** |
** |
|||||
|
Dominion Equipment III, Inc. (note 2) |
Special purpose subsidiary |
100 |
100% |
** |
** |
|||||
9
|
|
|
Number of Common Shares Owned |
|
|
|
|||||
|
|
|
|
|
|
|
|
(Thousand of Dollars) |
|||
|
Dominion Fairless Hills, Inc. |
Holding company |
100 |
100% |
** |
** |
|||||
|
Fairless Energy, LLC |
Power generation project |
N/A |
100% |
** |
** |
|||||
|
Dominion Hickman, Inc. * (notes 2 and 30) |
Power generation project |
100 |
100% |
** |
** |
|||||
|
Dominion Kincaid, Inc. |
Holding company |
10 |
100% |
** |
** |
|||||
|
Kincaid Generation, L.L.C. (note 17) |
Non-regulated power generation |
N/A |
100% |
** |
** |
|||||
|
Unsecured debt (Exhibit F-1) |
** |
** |
||||||||
|
Dominion Monroe, Inc * (note 2 and 30) |
Holding company |
100 |
100% |
** |
** |
|||||
|
Dominion Monroe, LLC * (notes 2 and 30) |
Power generation project |
N/A |
100% |
** |
** |
|||||
|
Dominion Montgomery, Inc. * (notes 2 and 30) |
Power generation project |
100 |
100% |
** |
** |
|||||
|
Dominion North Star Generation, Inc.* (notes 2 and 30) |
Holding company |
100 |
100% |
** |
** |
|||||
|
North Star Generation, LLC * (notes 2 and 30) |
Power generation project |
90 |
90% |
** |
** |
|||||
|
Dominion Nuclear, Inc. |
Holding company |
100 |
100% |
** |
** |
|||||
|
Unsecured debt |
** |
** |
||||||||
|
Dominion Nuclear Holdings, Inc. (note 2) |
Holding company |
100 |
100% |
** |
** |
|||||
|
Dominion Nuclear Marketing I, Inc. (note 2) |
Spot market sales |
100 |
100% |
** |
** |
|||||
|
Dominion Nuclear Marketing II, Inc. (note 2) |
Contract power sales |
100 |
100% |
** |
** |
|||||
|
Dominion Nuclear Connecticut, Inc. |
Nuclear generation |
3 |
100% |
** |
** |
|||||
|
Dominion Nuclear Marketing III, L.L.C. |
Power sales |
N/A |
100% |
** |
** |
|||||
|
Dominion Person, Inc. * (notes 2 and 30) |
Power generation project |
100 |
100% |
** |
** |
|||||
|
Dominion Pleasants, Inc. |
Holding company |
100 |
100% |
** |
** |
|||||
|
Pleasants Energy, LLC |
Power generation project |
N/A |
100% |
** |
** |
|||||
|
Dominion Pleasants Services Company, Inc. (note 2) |
Administrative services |
100 |
100% |
** |
** |
|||||
|
Dominion Reserves, Inc. |
Exploration and production |
10 |
100% |
** |
** |
|||||
|
Unsecured debt |
** |
** |
||||||||
|
Carthage Energy Services, Inc. |
Gas marketing |
500 |
100% |
** |
** |
|||||
|
Cypress Energy, Inc. |
Exploration and production |
10 |
100% |
** |
** |
|||||
10
|
|
|
Number of Common Shares Owned |
|
|
|
|||||||
|
|
|
|
|
|
|
|
(Thousand of Dollars) |
|||||
|
Dominion Appalachian Development, Inc. |
Exploration and production |
10 |
100% |
** |
** |
|||||||
|
Dominion Appalachian Development Properties, LLC (note 20) |
Exploration and production |
N/A |
100% |
** |
** |
|||||||
|
Dominion Gas Processing MI, Inc. |
Natural gas processing |
10 |
100% |
** |
** |
|||||||
|
Frederic HOF Limited Partnership |
Gas processing |
N/A |
94% |
** |
** |
|||||||
|
Wilderness Chester Gas Processing, L.P. |
Gas processing |
N/A |
46.09% |
** |
** |
|||||||
|
Wilderness Energy, L.C. |
Gas processing & gathering |
N/A |
50% |
** |
** |
|||||||
|
Wilderness Energy Services Limited Partnership (note 21) |
Gas processing & gathering |
N/A |
24.5% |
** |
** |
|||||||
|
Dominion Midwest Energy, Inc. |
Exploration and production |
10 |
100% |
** |
** |
|||||||
|
Dominion Reserves Gulf Coast, Inc. |
Exploration and production |
10 |
100% |
** |
** |
|||||||
|
Dominion Reserves-Indiana, Inc. |
Exploration and production |
10 |
100% |
** |
** |
|||||||
|
Dominion Michigan Production Services, Inc. (note 22) |
Exploration and production |
10 |
100% |
** |
** |
|||||||
|
Dominion Reserves-Utah, Inc. |
Exploration and production |
10 |
100% |
** |
** |
|||||||
|
Dominion San Juan, Inc. |
Holding company |
10 |
100% |
** |
** |
|||||||
|
San Juan Partners, LLC |
Oil & gas investments |
N/A |
100% |
** |
** |
|||||||
|
|
|
Dominion Storage, Inc. |
Holding company |
10 |
100% |
** |
** |
|||||
|
Dominion Energy Canada Limited (note 23) |
Holding company |
73,886 |
100% |
** |
** |
|||||||
|
Dominion Exploration Canada Ltd. (note 24) |
Holding company |
1 |
100% |
** |
** |
|||||||
|
Alberta HUB Energy Service Joint Venture |
Exploration and production |
N/A |
40% |
** |
** |
|||||||
|
Domcan Boundary Corp. |
Exploration and production |
26,343,437 |
100% |
** |
** |
|||||||
|
Dominion Exploration Partnership (note 25) |
Exploration and production |
100 |
100% |
** |
** |
|||||||
|
Domcan Boundary Holding Limited |
Holding company |
100 |
100% |
** |
** |
|||||||
|
Dominion Troy, Inc. |
Holding company |
100 |
100% |
** |
** |
|||||||
|
Troy Energy, LLC |
Power generation project |
N/A |
100% |
** |
** |
|||||||
|
Dominion Troy Services Company, Inc. (note 2) |
Administrative services |
100 |
100% |
** |
** |
|||||||
|
Dominion Upshur, Inc. * |
Holding company |
100 |
100% |
** |
** |
|||||||
|
Dominion Upshur, LLC * (notes 2 and 30) |
Power generation project |
N/A |
100% |
** |
** |
|||||||
11
|
|
|
Number of Common Shares Owned |
|
|
|
|||||
|
|
|
|
|
|
|
|
(Thousand of Dollars) |
|||
|
Dominion Wagram, Inc. * (note 30) |
Holding company |
100 |
100% |
** |
** |
|||||
|
Luz Solar Partners Ltd. VII, L.P. |
Solar electric generation |
N/A |
15% |
** |
** |
|||||
|
Niton US, Inc. |
Holding company |
10 |
100% |
** |
** |
|||||
|
Remington, L.L.C. |
Holding company |
N/A |
100% |
** |
** |
|||||
|
Domcan NS1ULC |
Holding company |
100 |
100% |
** |
** |
|||||
|
Rumford Cogeneration Company, Ltd. |
Cogeneration |
N/A |
10% |
** |
** |
|||||
|
Dominion Alliance Holding, Inc. (note 2) |
Holding company |
100 |
100% |
** |
** |
|||||
|
Unsecured debt (Exhibit F-1) |
** |
** |
||||||||
|
Dominion Canada Finance Company (notes 2 and 27) |
Issue public debt securities in Canada |
100 |
100% |
** |
** |
|||||
|
Dominion Energy Holdings, Inc. * (notes 2 and 30) |
Holding company |
100 |
100% |
** |
** |
|||||
|
Dominion Energy Technologies, Inc. (note 2) |
Holding company |
1 |
100% |
** |
** |
|||||
|
Nth Power Technologies Fund II-A, L.P. |
Investments in emerging energy related technologies and companies |
N/A |
17.8% |
** |
** |
|||||
|
Dominion Metering Services, Inc. |
Meter reading services |
100 |
100% |
** |
** |
|||||
|
Unsecured debt (Exhibit F-1) |
** |
** |
||||||||
|
Dominion Ohio ES, Inc. (note 2) |
Holding company |
100 |
100% |
** |
** |
|||||
|
Dominion Ohio ES, LLC |
Engineering and consulting services |
N/A |
49% |
** |
** |
|||||
|
Piedmont Share Trust (note 2) |
Business trust |
N/A |
100% |
** |
** |
|||||
|
|
Dominion Resources Services, Inc. (DRS) (note 28) |
Service company |
201 |
100% |
50,857 |
50,857 |
||||
|
Unsecured debt (Exhibit F-1) |
29,757 |
29,757 |
||||||||
|
Dominion Resources Capital Trust I (note 29) |
Business trust |
7,732 |
100% |
** |
** |
|||||
|
Dominion Resources Capital Trust II (notes 2 and 29) |
Business trust |
371,135 |
100% |
** |
** |
|||||
|
Dominion Resources Capital Trust III (notes 2 and 29) |
Business trust |
7,732 |
100% |
** |
** |
|||||
|
DEI U.K., Inc. |
Holding company |
13 |
100% |
** |
** |
|||||
|
DR Nottingham Investments |
Holding company |
3,949 |
100% |
** |
** |
|||||
|
DT Services, Inc. |
Holding company |
5,600,000 |
100% |
** |
** |
|||||
|
|
|
Dominion Fiber Ventures, LLC |
Holding company |
N/A |
50% |
** |
** |
|||
|
Dominion Telecom, Inc. |
Telecommunication services |
158 |
100% |
** |
** |
|||||
|
|
Virginia Electric and Power Company (Virginia Power) |
Electric utility |
171,484 |
100% |
3,876,393 |
3,876,909 |
||||
|
|
|
Virginia Power Capital Trust I (note 28) |
Business trust |
167,010 |
100% |
** |
** |
|||
12
|
|
|
Number of Common Shares Owned |
|
|
|
||||
|
|
|
|
|
|
|
|
(Thousand of Dollars) |
||
|
|
|
Virginia Power Fuel Corporation |
Nuclear fuel procurement |
1,000 |
100% |
** |
** |
||
|
|
|
|
Unsecured debt |
|
|
|
** |
** |
|
|
|
|
Virginia Power Services, Inc. (VP Services) |
Holding company |
1,100 |
100% |
** |
** |
||
|
Dominion Energy Clearinghouse, Inc. * |
Holding company |
100 |
100% |
** |
** |
||||
|
Dominion Generation Corporation * (note 2 and 30) |
Holding company |
100 |
100% |
** |
** |
||||
|
Evantage, Inc. |
Energy services |
1 |
100% |
** |
** |
||||
|
Virginia Power Energy Marketing, Inc. (VP Energy Marketing) |
Fuel procurement |
1,000 |
100% |
** |
** |
||||
|
Virginia Power Services Energy Corp., Inc. (VP Power Services Energy) |
Fuel procurement |
1 |
100% |
** |
** |
||||
|
Virginia Power Nuclear Services Company (VP Nuclear Services) |
Nuclear management and operational services |
100 |
100% |
** |
** |
||||
|
VP Property, Inc. |
Real estate holding company |
1 |
100% |
** |
** |
||||
___________
*Indicates company is inactive.
**Filed confidentially pursuant to Rule 104.
13
ITEM 1. SYSTEM COMPANIES AND INVESTMENT THEREIN AS OF DECEMBER 31, 2001 (continued)
Notes to Item 1:
|
1. |
The following companies were dissolved during 2001. |
|||||
|
Name of Subsidiary Dissolved |
Date of Dissolution |
|||||
|
Consolidated Natural Gas Service Company, Inc. |
1/1/2001 |
|||||
|
Dominion Cogen NY, Inc. |
6/5/2001 |
|||||
|
Dominion U.K. Holding, Inc. |
7/6/2001 |
|||||
|
Dominion Mortgage Services, Inc. |
7/6/2001 |
|||||
|
CNG Market Center Services, Inc. |
7/18/2001 |
|||||
|
DGI Holdings, Inc. (formerly named Dominion Generation, Inc.) |
7/23/2001 |
|||||
|
Dominion Elwood II, Inc. |
7/27/2001 |
|||||
|
Dominion Elwood III, Inc. |
7/27/2001 |
|||||
|
Granite Road Cogen, Inc. |
9/20/2001 |
|||||
|
CNG Financial Services, Inc. |
12/31/2001 |
|||||
|
CNG Power Company |
12/31/2001 |
|||||
|
CNG Research Company |
12/31/2001 |
|||||
|
CNG Technologies, Inc. |
12/31/2001 |
|||||
|
Consolidated System LNG Company |
12/31/2001 |
|||||
|
2. |
The following is a listing of companies acquired or formed during the year of 2001. |
|||||
|
|
State of Incorporation |
Date of Incorporation |
Date of Acquisition |
|
||
Dominion Resources Capital Trust II |
Delaware |
12/17/1999 |
Business Trust |
|||
Dominion Resources Capital Trust III |
Delaware |
1/1/2001 |
Business Trust |
|||
Piedmont Share Trust |
Delaware |
2/22/2001 |
Business Trust |
|||
Dominion Nuclear, Inc. |
Delaware |
8/3/2000 |
Holding Company |
|||
Dominion Nuclear Holdings, Inc. |
Delaware |
8/24/2000 |
Holding Company |
|||
Dominion Nuclear Marketing I, Inc. |
Delaware |
8/24/2000 |
Spot market sales |
|||
Dominion Nuclear Marketing II, Inc. |
Delaware |
8/24/2000 |
Contract power sales |
|||
Dominion Nuclear Connecticut, Inc. |
Delaware |
8/24/2000 |
Nuclear generation |
|||
Dominion Nuclear Marketing III, L.L.C. |
Delaware |
8/24/2000 |
Power sales |
|||
Dominion Alliance Holding Inc. |
Delaware |
11/21/2000 |
Holding company |
|||
Dominion Metering Services, Inc. |
Virginia |
12/8/2000 |
Provide meter reading services |
|||
DT Services, Inc. |
Virginia |
12/19/2000 |
Service company |
|||
Dominion Ohio ES, Inc. |
Ohio |
5/25/2001 |
Holding Company |
|||
Dominion Ohio ES, LLC |
Ohio |
5/25/2001 |
Engineering and consultant services |
|||
Dominion Cleveland Thermal, Inc. |
Ohio |
10/25/2000 |
Holding Company |
|||
Dominion Cleveland Thermal, LLC |
Ohio |
12/12/2000 |
Holding Company |
|||
Dominion Cleveland Thermal Generation, LLC |
Ohio |
12/6/2000 |
Provide steam and chilled water generation |
|||
14
ITEM 1. SYSTEM COMPANIES AND INVESTMENT THEREIN AS OF DECEMBER 31, 2001 (continued)
|
|
State of Incorporation |
Date of Incorporation |
Date of Acquisition |
|
|||
Dominion Cleveland Steam Distribution, LLC |
Ohio |
12/7/2000 |
Provide steam distribution |
||||
Dominion Cleveland Chilled Water Distribution, LLC |
Ohio |
12/6/2000 |
Provide chilled water distribution |
||||
Dominion Energy Technologies, Inc. |
Virginia |
4/20/2001 |
Investments in emerging energy related technologies and companies |
||||
Dominion Greenbrier, Inc. |
Virginia |
11/15/2000 |
Holding Company |
||||
Greenbrier Pipeline Company, LLC |
Virginia |
7/12/2001 |
Public service company - survey land |
||||
Dominion Pipeline - Greenbrier, Inc. |
Delaware |
7/13/2001 |
Develop, own and operate an interstate natural gas pipeline |
||||
Dominion Armstrong Services Company, Inc. |
Delaware |
8/17/2001 |
Service company |
||||
Dominion Dresden Services Company, Inc. |
Delaware |
8/17/2001 |
Service company |
||||
Dominion Pleasants Services Company, Inc. |
Delaware |
8/17/2001 |
Service company |
||||
Dominion Troy Services Company, Inc. |
Delaware |
8/17/2001 |
Service company |
||||
Dominion Canada Finance Company |
Nova Scotia |
8/20/2001 |
Issues public debt securities in Canada |
||||
Dominion Oklahoma Texas Exploration & Production, Inc. |
Delaware |
9/21/2001 |
Natural gas and oil exploration and production |
||||
American Exploration Production Company |
Texas |
7/25/1985 |
11/1/2001 |
Holding Company |
|||
American Reserve Corporation |
Texas |
6/12/1972 |
11/1/2001 |
Holding Company |
|||
Conquest Associates - II Limited |
Texas |
2/17/1984 |
11/1/2001 |
Holds oil and gas properties |
|||
Dominion Gas Marketing, Inc. |
Delaware |
4/29/1991 |
11/1/2001 |
Holding Company |
|||
LDNG Acquisition, Inc. |
Oklahoma |
6/23/1997 |
11/1/2001 |
Holding Company |
|||
LDNG Texas Holdings, Inc. |
Oklahoma |
10/24/1996 |
11/1/2001 |
Holding Company |
|||
Dominion Natural Gas I, LP |
Texas |
11/12/1997 |
11/1/2001 |
Holds interest in Texas oil and gas properties |
|||
Stonewater Pipeline Company, L.P. |
Texas |
10/24/1996 |
11/1/2001 |
Holds 75mile pipeline in the Sonora area |
|||
Stonewater Pipeline Company of Texas, Inc. |
Texas |
10/24/1996 |
11/1/2001 |
Holding Company |
|||
Dominion CNG Capital Trust I |
Delaware |
12/21/2000 |
Business Trust |
||||
Dominion Equipment III, Inc. |
Delaware |
11/5/2001 |
Special purpose entity |
||||
Dominion Natural Gas Storage, Inc. |
Delaware |
11/15/2000 |
Owns gas storage facilities and a gas interconnect pipeline |
||||
|
|
Dominion Davidson, Inc. |
Delaware |
12/6/2001 |
|
Power generation project |
||
|
|
Dominion Hickman, Inc. |
Delaware |
10/9/2001 |
|
Power generation project |
||
|
|
Dominion Elwood Expansion, Inc. |
Delaware |
9/7/2001 |
|
Holding company |
||
15
ITEM 1. SYSTEM COMPANIES AND INVESTMENT THEREIN AS OF DECEMBER 31, 2001 (continued)
|
|
|
State of Incorporation |
Date of Incorporation |
Date of Acquisition |
|
|
|
Dominion Energy Clearinghouse Storage Services, Inc. |
Delaware |
11/26/2001 |
|
Storage service contracts |
|
|
Dominion Energy Clearinghouse, Inc. |
Virginia |
6/27/2001 |
|
Holding company |
|
|
Dominion Generation Corporation |
Virginia |
5/21/2001 |
|
Holding company |
|
|
Dominion Energy Holdings, Inc. |
Virginia |
6/21/2001 |
|
Holding company |
|
|
Dominion Monroe, Inc. |
Delaware |
10/4/2001 |
|
Holding company |
|
|
Dominion Monroe, LLC |
Delaware |
10/4/2001 |
|
Power generation |
|
|
Dominion Montgomery, Inc. |
Delaware |
10/9/2001 |
|
Power generation project |
|
|
Dominion North Star Generation, Inc. |
Delaware |
4/2/2001 |
|
Holding company |
|
|
Dominion Person, Inc. |
Delaware |
9/5/2001 |
|
Power generation project |
|
|
Dominion Upshur, Inc. |
Delaware |
4/10/2001 |
|
Holding company |
|
|
Dominion Upshur, LLC |
Delaware |
4/10/2001 |
|
Power generation project |
|
|
Dominion Wagram, Inc. |
North Carolina |
12/20/2001 |
|
Holding company |
|
|
Elwood Expansion LLC |
Delaware |
9/7/2001 |
|
Holds land |
|
|
North Star Generation, LLC |
Delaware |
4/2/2001 |
|
Power generation project |
|
|
|
||||
|
3. |
CNG Cayman Two Ltd. is owned 76.92% by DBNGP Finance Co. LLC with CNG International owning the remaining 23.08% interest. |
||||
|
4. |
Kauai Power Partners, L.P. is owned 99% by CNG Kauai, Inc. with a 1% general partnership interest and a 98% limited partnership interest, with CNG International owning the remaining 1% limited partnership interest. |
||||
|
5. |
Armstrong Energy Limited Partnership, LLLP is owned 99% by CNG Power Services Corporation with Dominion Armstrong, Inc. owning the remaining 1% interest. |
||||
|
6. |
Dominion Natural Gas I, LP is owned 99% by LDNG Texas Holdings, Inc. with DOTEPI owning the remaining 1% interest. |
||||
|
7. |
Stonewater Pipeline Company, L.P., is owned 99% by LDNG Texas Holdings, Inc. with the remaining 1% interest held by Stonewater Pipeline Company of Texas, Inc. |
||||
|
8. |
Effective May 9, 2001 CNG Iroquois, Inc. was renamed Dominion Iroquois, Inc. |
||||
|
9. |
Dominion Capital, Inc. holds 50% of the non-voting membership interests in Trilon Dominion Partners, LLC. Trilon Dominion Partners, LLC holds a 17% interest in EPL Technologies, Inc., which is involved in food processing technologies, a 35% interest in InstantVision, which is involved in vision correction systems, a 53% interest in NutriCept, Inc., a nutriceuticals company, and a 73% interest in Wilshire Technologies, Inc., a medical supply company. |
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|
10. |
Effective October 15, 2001, Platinum Entertainment was renamed Compendia Media Group. |
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|
11. |
Triassic Energy Partners, L.P. is owned 99% by Cambrian Capital Partners, L.P. with Triassic Energy Corporation owning the remaining 1% interest. |
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|
12. |
Devonian Energy Partners L.P. is owned 99% by Triassic Energy Partners, L.P. with Devonian Energy Corporation owning the remaining 1% interest. |
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|
13. |
First Source Financial, LLP is owned 50% by Virginia Financial Ventures, Inc. and 50% by NH Capital, Inc. |
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|
14. |
FS Warrant, L.P is owned 99% by First Source Financial, LLP with First Source Equity Holdings, Inc. owning the remaining 1% interest. |
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|
15. |
Dominion Energy Holding Cayman Company LDC is owned 99% by DEI Cayman Holding Company with DEI owning the remaining 1% interest. |
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|
16. |
Dominion do Brasil Ltda. is owned 99% by DEI Cayman Holding Company with Dominion Energy Holding Cayman Company LDC owning the remaining 1% interest. |
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|
17. |
Dominion Kincaid, Inc. holds a 99% interest in Kincaid Generation, L.L.C. with DEI owning the remaining 1% interest. |
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16
ITEM 1. SYSTEM COMPANIES AND INVESTMENT THEREIN AS OF DECEMBER 31, 2001 (continued)
|
18. |
Dominion Nuclear Connecticut, Inc. is owned 70% by Dominion Nuclear Marketing II, Inc., 25% by Dominion Nuclear Marketing I, Inc. and 5% by Dominion Nuclear Marketing III, L.L.C. |
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|
19. |
Dominion Nuclear Marketing III, L.L.C. is owned 70% by Dominion Nuclear Inc., 25% by Dominion Retail and 5% by Dominion Nuclear Holdings, Inc. |
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|
20. |
Dominion Appalachian Development Properties, LLC, is owned 99% by Dominion Reserves, Inc. and 1% by Dominion Appalachian Development, Inc. |
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|
21. |
Wilderness Energy, L.C. owns 51% of Wilderness Energy Services Limited Partnership and Dominion Gas Processing MI, Inc. holds a 24.5% interest. |
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|
22. |
Effective April 12, 2001, Great Lakes Compression, Inc. was renamed Dominion Michigan Production Services, Inc. |
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|
23. |
Dominion Energy Canada Limited is owned 85.60% by Dominion Storage, Inc., 13.54% by DEI, and 0.86% by Niton US, Inc. |
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|
24. |
Effective August 31, 2001 Dominion East Alberta Ltd. was renamed Dominion Exploration Canada Ltd. |
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|
25. |
Domcan Boundary Corp. owns 61.8% of Dominion Exploration Partnership. The remaining 38.2% ownership interest of Dominion Exploration Partnership is held 28.8% by Dominion Exploration Canada Limited and 9.4% by Domcan Boundary Holdings Limited. Effective August 31, 2001 Domcan Boundary Partnership was renamed Dominion Exploration Partnership. |
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|
26. |
Domcan NS1ULC is owned 99% by Remington, L.L.C. with Dominion Energy Inc. owning the remaining 1% interest. |
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|
27. |
Dominion Canada Finance Company is owned 99% by Dominion Resources, Inc. with Remington, L.L.C. owning the remaining 1% interest. |
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|
28. |
Dominion Resources Services, Inc. is owned 99.5% by Dominion Resources, Inc. and 0.5% by Consolidated Natural Gas Company. |
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|
29. |
From 1995 through 2001, Dominion established five subsidiary capital trusts that sold trust preferred securities that represented preferred beneficial interests and 97 percent beneficial ownership in the assets held by the capital trusts. In exchange for the funds realized from the sale of the trust preferred securities and common securities that represent the remaining 3 percent beneficial ownership interest in the assets held by the capital trust, Dominion issued various junior subordinated debt instruments. The junior subordinated debt instruments constitute 100 percent of each capital trust's assets. |
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|
|
Established |
|
Trust Preferred Securities |
|
|
||
|
|
|
(Millions) |
|
||||
|
|
September, 1995 |
Virginia Power Capital Trust I |
$135 |
$4 |
$139 million - 8.05% |
||
|
|
December, 1997 |
Dominion Resources Capital Trust I |
250 |
$8 |
$258 million - 7.83% |
||
|
|
January, 2001 |
Dominion Resources Capital Trust II |
300 |
$9 |
$309 million - 8.4% Debentures due 1/30/2041 |
||
|
|
January, 2001 |
Dominion Resources Capital Trust III |
247 |
$8 |
$258 million - 8.4% Debentures due 1/15/2031 |
||
|
|
October, 2001 |
Dominion CNG Capital Trust I |
200 |
$6 |
$206 million - 7.8% |
||
|
|
* The maturity date, subject to certain conditions, may be extended for up to an additional 10 years from date of original maturity. |
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|
30. |
Stock has been subscribed but not yet issued. |
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|
31. |
FS Warrant, LP holds a 100% interest in both the First Source Loan Obligations Insured Trust and the First Source Loan Obligations Trust. Both entities are unconsolidated special purpose trusts associated with the securitization of certain loans. |
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|
|
|
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17
ITEM 9. WHOLESALE GENERATORS AND FOREIGN UTILITY COMPANIES
Part I. Information concerning the interests held by system companies in exempt wholesale generators and foreign utility companies for Part I(a) and Part I(d) follows. Part I(b) and Part I(c) are being filed confidentially pursuant to Rule 104.
Exempt Wholesale Generators
Armstrong Energy Limited Partnership, LLLP
(a) Armstrong Energy Limited Partnership, LLLP (AELP) is owned 99% by CNG Power Services Corporation and 1% by Dominion Armstrong, Inc. AELP is involved in the development of a 300-megawatt simple-cycle gas fired combustion turbine power plant in Armstrong County, Pennsylvania.
The name and business address of AELP are as follows:
|
Armstrong Energy Limited Partnership, LLLP |
(d) At December 31, 2001, the following service agreements were in effect:
|
Transaction |
Operational and Management Service |
|
Serving Company |
Dominion Armstrong Services Company, Inc. |
|
Receiving Company |
Armstrong Energy Limited Partnership, LLLP |
|
Compensation |
$10,175 |
|
*services provided at cost |
CNG Power Services Corporation
(a) CNG Power Services Corporation (CNG Power Services), a wholly-owned subsidiary of Consolidated Natural Gas Company, holds a 99% interest in Armstrong Energy Limited Partnership, LLLP, which is involved in the development of a 300-megawatt simple-cycle gas fired combustion turbine power plant in Armstrong County, Pennsylvania.
The name and business address of CNG Power Services are as follows:
|
CNG Power Services Corporation |
(d) At December 31, 2001, there were no service, sales or construction contracts between CNG Power Services and any system company.
Dominion Elwood Services Company, Inc.
(a) Dominion Elwood Services Company, Inc. (DELCO) is a management services company that provides operations and maintenance services to electric generating facilities. Dominion Elwood Services Company, Inc. is owned 100% by Dominion Energy, Inc.
18
ITEM 9. WHOLESALE GENERATORS AND FOREIGN UTILITY COMPANIES (continued)
The name and business address of Dominion Elwood Services Company, Inc. are as follows:
|
Dominion Elwood Services Company, Inc. |
(d) At December 31, 2001, the following service agreements were in effect:
|
Transaction |
Operational and Management Service |
|
Serving Company |
Dominion Elwood Services Company, Inc. |
|
Receiving Company |
Elwood Energy LLC |
|
Compensation |
$2,108,993 |
|
Date of Contract |
June 18, 1999 |
Dominion Energy Services Company, Inc.
(a) Dominion Energy Services Company, Inc. (DESCO) is a management services company that provides operations and maintenance services to various electric generating facilities. Dominion Energy Services Company, Inc. is owned 100% by Dominion Energy, Inc.
The name and business address of Dominion Energy Services Company, Inc. are as follows:
|
Dominion Energy Services Company, Inc. |
(d) At December 31, 2001, services between DESCO and a system company were as follows:
|
Transaction |
Operational and Management Service |
|
Serving Company |
Dominion Energy Services Company, Inc. |
|
Receiving Company |
Kincaid Generation, L.L.C. |
|
Compensation |
$15,659,771 |
|
Date of Contract |
February, 27, 1998 |
|
Transaction |
Operational and Management Service |
|
Serving Company |
Dominion Energy Services Company, Inc. |
|
Receiving Company |
Morgantown Energy Associates |
|
Compensation |
$4,115,866 |
|
Date of Contract |
September 15, 1989 |
|
Transaction |
Operational and Management Service |
|
Serving Company |
Dominion Energy Services Company, Inc. |
|
Receiving Company |
Elwood Energy LLC |
|
Compensation |
$79,846 |
|
Date of Contract |
June 18, 1999 |
Dominion Equipment, Inc.
(a) Dominion Equipment, Inc. is a holding company that leases equipment to Dominion's operating facility. Dominion Equipment, Inc. is owned 100% by Dominion Energy, Inc.
19
ITEM 9. WHOLESALE GENERATORS AND FOREIGN UTILITY COMPANIES (continued)
The name and business address of Dominion Equipment, Inc. are as follows:
|
Dominion Equipment, Inc. |
(d) At December 31, 2001, the following service agreements were in effect.
|
Transaction |
Operational and Management Service |
|
Serving Company |
Dominion Ohio ES, Inc. |
|
Receiving Company |
Dominion Equipment, Inc. |
|
Compensation |
$606,660 |
|
Date of Contract |
June 1, 2001 |
|
Transaction |
Operational and Management Service |
|
Serving Company |
Dominion Transmission, Inc. |
|
Receiving Company |
Dominion Equipment, Inc. |
|
Compensation |
$32,982 |
|
Date of Contract |
January 1, 2001 |
Dominion Equipment III, Inc.
(a) Dominion Equipment III, Inc. is a holding company that leases equipment to Dominion's operating facility. Dominion Equipment III, Inc. is owned 100% by Dominion Energy, Inc.
The name and business address of Dominion Equipment III, Inc. are as follows:
|
Dominion Equipment III, Inc. |
(d) At December 31, 2001, there were no service, sales or construction contracts between Dominion Equipment III, Inc. and any system company.
Dominion Fairless Hills, Inc.
(a) Dominion Fairless Hills, Inc. is owned 100% by Dominion Energy, Inc. Dominion Fairless Hills, Inc. is the holding company of Fairless Energy, LLC.
The name and business address of Dominion Fairless Hills, Inc. are as follows:
|
Dominion Fairless Hills, Inc. |
(d) At December 31, 2001, there were no service, sales or construction contracts between Dominion Fairless Hills, Inc. and any system company.
20
ITEM 9. WHOLESALE GENERATORS AND FOREIGN UTILITY COMPANIES (continued)
Fairless Energy, LLC
The name and business address of Fairless Energy, LLC are as follows:
|
Fairless Energy, LLC |
(d) At December 31, 2001, there were no service, sales or construction contracts between Fairless Energy, LLC and any system company.
Dominion Nuclear, Inc.
(a) Dominion Nuclear, Inc. is owned 100% by Dominion Energy, Inc., and through various subsidiaries, owns interests in the following subsidiaries:
|
|
|
Percentage Owned |
|
|
Dominion Nuclear Holdings, Inc. |
Dominion Nuclear, Inc. |
100% |
Holds 5% interest in Dominion Nuclear Marketing III, L.L.C. |
|
Dominion Nuclear Marketing I, Inc. |
Dominion Nuclear, Inc. |
100% |
Purchases electricity and capacity from Dominion Nuclear Connecticut, Inc. and sells on the spot market. Also holds a 25% interest in Dominion Nuclear Connecticut, Inc. |
|
Dominion Nuclear Marketing II, Inc. |
Dominion Nuclear, Inc. |
100% |
Purchases electricity and capacity from Dominion Nuclear Connecticut, Inc. and sells to third parties through bilateral contracts. Also holds a 70% interest in Dominion Nuclear Connecticut, Inc. |
|
Dominion Nuclear Marketing III, L.L.C. |
Dominion Nuclear, Inc. |
70% |
Purchases electricity and capacity from Dominion Nuclear Connecticut, Inc. and sells to Dominion Retail to meet retail customer needs. Also holds a 5% interest in Dominion Nuclear Connecticut, Inc. |
|
Dominion Nuclear Connecticut, Inc. |
Dominion Nuclear Marketing II, Inc. |
70% |
Owns 98% of Millstone Power Station, a nuclear powered electric generating facility with a net capacity of 1,954 megawatts. |
21
ITEM 9. WHOLESALE GENERATORS AND FOREIGN UTILITY COMPANIES (continued)
The name and business address of Dominion Nuclear, Inc. are as follows:
|
Dominion Nuclear, Inc. |
(d) At December 31, 2001, there were no service, sales or construction contracts between Dominion Nuclear, Inc. and any system company.
Dresden Energy, LLC
(a) Dresden Energy, LLC is involved in the development of a combined cycle gas fired combustion turbine power plant in Dresden Ohio. Dresden Energy, LLC is owned 100% by Dominion Dresden, Inc.
The name and business address of Dresden Energy, LLC are as follows:
|
Dresden Energy, LLC |
(d) At December 31, 2001, the following service agreements were in effect:
|
Transaction |
Operational and Management Service |
|
Serving Company |
Dominion Dresden Services Company, Inc. |
|
Receiving Company |
Dresden Energy, LLC |
|
Compensation |
$-0- |
|
*services provided at cost |
|
CNG Kauai, Inc.
(d) At December 31, 2001, there were no service, sales or construction contracts between CNG Kauai, Inc. and any system company.
Kauai Power Partners, L.P.
(a) CNG International holds a 1% limited partnership interest in Kauai Power Partners, L.P. (KPP), and CNG Kauai, Inc., a wholly-owned subsidiary of CNG International, holds a 1% general partnership interest and a 98% limited partnership interest in KPP. KPP is involved in the greenfield development of a 26-megawatt advanced steam-injected combustion turbine power plant on the island of Kauai, Hawaii.
The name and business address of KPP are as follows:
|
Kauai Power Partners, L.P. |
(d) At December 31, 2001, there were no service, sales or construction contracts between KPP and any system company.
22
ITEM 9. WHOLESALE GENERATORS AND FOREIGN UTILITY COMPANIES (continued)
Kincaid Generation, L.L.C.
(a) Kincaid Generation, L.L.C. (Kincaid) is owned 99% by Dominion Kincaid, Inc. and 1% by Dominion Energy, Inc. Kincaid is a 1,108 net megawatt coal-fired electric generating facility.
The name and business address of Kincaid is as follows:
|
Kincaid Generation, L.L.C. |
(d) At December 31, 2001, services between Kincaid and a system company were as follows:
|
Transaction |
Operational and Management Services |
|
Serving Company |
Dominion Energy Services Company, Inc. |
|
Receiving Company |
Kincaid Generation, L.L.C. |
|
Compensation |
$15,659,771 |
|
Date of Contract |
February 27,1998 |
Elwood Energy LLC
The name and business address of Elwood Energy LLC are as follows:
|
Elwood Energy LLC |
(d) At December 31, 2001, the following service agreements were in effect:
|
Transaction |
Operational and Management Services |
|
Serving Company |
Dominion Elwood Services Company, Inc. |
|
Receiving Company |
Elwood Energy LLC |
|
Compensation |
$2,108,993 |
|
Date of Contract |
June 18, 1999 |
|
Transaction |
Operational and Management Service |
|
Serving Company |
Dominion Energy Services Company, Inc |
|
Receiving Company |
Elwood Energy LLC |
|
Compensation |
$79,846 |
|
Date of Contract |
June 18, 1999 |
Pleasants Energy, LLC
(a) Pleasants Energy, LLC is owned 100% by Dominion Pleasants, Inc. and is involved in the development of a simple-cycle gas fired combustion turbine power plant located in Pleasants County, WV.
23
ITEM 9. WHOLESALE GENERATORS AND FOREIGN UTILITY COMPANIES (continued)
The name and business address of Pleasants Energy, LLC are as follows:
|
Pleasants Energy, LLC |
(d) At December 31, 2001, the following service agreements were in effect:
|
Transaction |
Operational and Management Services |
|
Serving Company |
Dominion Pleasants Services Company, Inc. |
|
Receiving Company |
Pleasants Energy, LLC |
|
Compensation |
$146,255 |
|
*services provided at cost |
|
Troy Energy, LLC
(a) Troy Energy, LLC is owned 100% by Dominion Troy, Inc. and is involved in the development of a simple-cycle gas fired combustion turbine power plant located in Troy County, Ohio.
The name and business address of Troy Energy, LLC are as follows:
|
Troy Energy, LLC |
(d) At December 31, 2001, the following service agreements were in effect.
|
Transaction |
Operational and Management Services |
|
Serving Company |
Dominion Troy Services Company, Inc. |
|
Receiving Company |
Troy Energy, LLC |
|
Compensation |
$15,987 |
|
*services provided at cost |
|
Dominion Troy Services Company, Inc.
(a) Dominion Troy Services Company, Inc. is owned 100% by Dominion Energy, Inc. Dominion Troy Services Company, Inc. provides operational and management services to Troy Energy, LLC.
The name and business address of Dominion Troy Services Company, Inc. are as follows:
|
Dominion Troy Services Company, Inc. |
(d) At December 31, 2001, the following service agreements were in effect:
|
Transaction |
Operational and Management Services |
|
Serving Company |
Dominion Troy Services Company, Inc. |
|
Receiving Company |
Troy Energy, LLC |
|
Compensation |
$15,987 |
|
*services provided at cost |
|
24
ITEM 9. WHOLESALE GENERATORS AND FOREIGN UTILITY COMPANIES (continued)
Dominion Dresden Services Company, Inc.
The name and business address of Dominion Dresden Services Company, Inc. are as follows:
|
Dominion Dresden Services Company, Inc. |
(d) At December 31, 2001, the following service agreements were in effect:
|
Transaction |
Operational and Management Services |
|
Serving Company |
Dominion Dresden Services Company, Inc. |
|
Receiving Company |
Dresden Energy, LLC |
|
Compensation |
$-0- |
|
*services provided at cost |
|
Dominion Pleasants Services Company, Inc.
The name and business address of Dominion Pleasants Services Company, Inc. are as follows:
|
Dominion Pleasants Services Company, Inc. |
(d) At December 31, 2001, the following service agreements were in effect:
|
Transaction |
Operational and Management Services |
|
Serving Company |
Dominion Pleasants Services Company, Inc. |
|
Receiving Company |
Pleasants Energy, LLC |
|
Compensation |
$146,255 |
|
*services provided at cost |
|
Dominion Armstrong Services Company, Inc.
(a) Dominion Armstrong Services Company, Inc. is owned 100% by Dominion Energy, Inc. Dominion Armstrong Services Company, Inc. provides operational and management services to Armstrong Energy Limited Partnership, LLLP.
The name and business address of Dominion Armstrong Services Company, Inc. are as follows:
|
Dominion Armstrong Services Company, Inc. |
25
ITEM 9. WHOLESALE GENERATORS AND FOREIGN UTILITY COMPANIES (continued)
(d) At December 31, 2001, the following service agreements were in effect:
|
Transaction |
Operational and Management Services |
|
Serving Company |
Dominion Armstrong Services Company, Inc. |
|
Receiving Company |
Armstrong Energy Limited Partnership, LLLP |
|
Compensation |
$10,175 |
|
*services provided at cost |
|
Note: The following are newly-formed EWG's with no activity for the year ended December 31, 2001:
Dominion Upshur, Inc.
Dominion Upshur, LLC
Dominion North Star Generation, Inc.
North Star Generation, LLC
Dominion Person, Inc.
Dominion Hickman, Inc.
Dominion Montgomery, Inc.
Dominion Davidson, Inc.
Foreign Utility Company
Latin America Fund
(a) CNG International holds a 16.5% limited partnership interest in The Latin America Energy Fund and Electricity Fund I, L.P. (Latin America Fund), a Cayman Islands exempted limited partnership, and an 8.29% general partnership interest in FondElec General Partner, L.P. (FondElec). FondElec holds a 1% general partnership interest in the Latin America Fund. The Latin America Fund's business is limited to investing in FUCOs in Latin America. As part of the transaction, CNG International obtains an ownership interest, equal to its percentage ownership interest in the partnership, in each of the Latin America Fund's investments. The Latin America Fund had investments in two FUCOs as of December 31, 2001.
The name and business address of Latin America Fund are as follows:
|
The Latin America Energy and Electricity Fund I, L.P. |
(d) There are no service, sales or construction contracts between the Latin America Fund, or any FUCOs in which the Latin America Fund has an interest, and a system company.
Part II. Relationship of exempt wholesale generators and foreign utility companies to system companies, and financial data:
Organization charts showing the relationship of the EWG's and FUCO to other system companies were filed as Exhibits H-1 and H-2, respectively, in Dominion's Form U5S filed on May 1, 2002.
26
Part III. Investment in exempt wholesale generators and foreign utility companies:
At December 31, 2001, Dominion's aggregate investment in exempt wholesale generators amounted to $1.84 billion, or 39.14% of Dominion's aggregate capital investment in its domestic public utility subsidiaries. Dominion's aggregate investment in the foreign utility companies was $6.4 million at December 31, 2001, or 0.14% of Dominion's aggregate capital investment in its domestic public utility subsidiaries.
ITEM 10. FINANCIAL STATEMENTS AND EXHIBITS
The financial statements for certain Dominion subsidiaries are being filed confidentially pursuant to Rule 104. These financial statements were not included in Dominion's Form U5S filed on May 1, 2002.
27
SIGNATURE
The registrant has duly caused this amendment to its annual report to be signed on its behalf by the undersigned thereunto duly authorized pursuant to the requirements of the Public Utility Holding Company Act of 1935, such company being a registered holding company.
|
DOMINION RESOURCES, INC. |
|
|
|
|
|
By: /s/ Steven A. Rogers |
|
|
Steven A. Rogers |
|
|
September 30, 2002 |
|