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Dominion Resources, Inc.

Dominion Resources, Inc.

120 Tredegar Street
Richmond, Virginia 23219
U.S.A.
Telephone: (804) 819-2000
Toll Free: (800) 552-4034
Fax: (804) 819-2233
Website: http://www.dom.com

Public Company
Incorporated:
1909 as Virginia Railway and Power Company
Employees: 17,100
Sales: $10.21 billion (2002)
Stock Exchanges: New York
Ticker Symbol: D
NAIC: 221112 Fossil Fuel Electric Power Generation; 221121 Electric Bulk Power Transmission and Control; 221122 Electric Power Distribution; 221210 Natural Gas Distribution

Dominion Resources, Inc. (DRI) is a holding company with assets of over $35 billion whose largest subsidiary, Dominion Virginia Power, provides electricity to about two million retail customers in Virginia and North Carolina. Dominion also distributes natural gas to 1.7 million customers in Ohio, Pennsylvania, and West Virginia. Diversification efforts have led Dominion to establish subsidiaries to pursue interests in real estate, investment, and other non-utility areas. In anticipation of deregulation, Dominion separated its generation operations from its transmission and distribution operations. Transmission and distribution remained under federal and state regulation, keeping the name Virginia Power, while a new subsidiary, Dominion Energy, was formed to manage Dominions power generating plants as well as other nonregulated energy activities. Dominions 2000 merger with Consolidated Natural Gas transformed it into one of the largest integrated natural gas and electric companies in the United States.

Vepcos Original Incarnation As Virginia Railway and Power Company: 1909-24

Vepco was founded in 1909, but its corporate roots date to the Appomattox Trustees, established in 1781 by the Virginia General Assembly to foster navigation on the Appomattox River for hauling rum and tobacco. The trustees, who included George Washington and James Madison, founded the Upper Appomattox Company, a canal company, in 1795.

In 1888 Upper Appomattox, which possessed water rights in the area, took over some hydroelectric plants, adding a steam generating plant in 1889. In 1901 control of the water rights passed to the Virginia Passenger and Power Company, a transit and electric utility owned by George Fisher & Associates, which went into receivership in 1904. Virginia Passenger and Power was bought in 1909 by the newly formed Virginia Railway and Power Company (VR&P), owned chiefly by Frank Jay Gould, son of financial speculator Jay Gould.

William Northrop, a Gould cousin and the new companys first president, died in 1912. Northrops successor, Thomas S. Wheelwright, impatient with delays in reaching company objectives, once put his men to work chopping down trees on a main thoroughfare to make way for trolley tracks, precipitating a rush of protesters on city hall.

VR&P bought three more transit and power companies in Richmond, whose street railways had been the nations first successful electrified trolley systemRichmond Passenger & Power, Richmond Traction Company, and Richmond & Petersburg Electric Railway Company. As was typical of the day, the new companys earnings came overwhelmingly from transit, $1.4 million compared to $614,000 for business and consumer electricity in 1910.

There followed a series of acquisitions by VR&PNorfolk & Portsmouth Traction Company in 1911; Richmond Railway & Viaduct Company in 1916; and Norfolk & Ocean View Railway Company in 1917. In 1911 the company also acquired gas properties in Norfolk, Virginia, and entered the natural gas distribution business. The Norfolk acquisitions provided access to a fast-growing market during World War I, since Norfolk was a major U.S. Navy port. Indeed, a naval officer was assigned to direct the use of electricity during the war, and trolley cars were halted when the military needed extra power. Disappointed passengers nicknamed the company The Virginia Railway and Powerless Company. The electric-transit business was in decline.

Expansion of Virginia Electric and Power Company: 1925-46

In 1925 VR&P was purchased by a syndicate headed by Stone & Webster, Inc., a New York engineering and consulting company. A holding company, Engineers Public Service, was formed to own and manage the company, whose name was changed to Virginia Electric and Power Company, the better to reflect the changing electrical industry. Luke C Bradley, former president of a Texas utility company, became president, succeeding Wheelwright. In the same year, Vepco acquired Petersburg Power Company and expanded electrical service north into the Fredericksburg-Ashland areas of Virginia and south into eastern North Carolina.

Vepcos new Petersburg, Virginia office building, fronting on a new bridge over the Appomattox River, was dedicated in October 1925. Its second floor opened onto the bridge and served as a waiting room for passengers on Vepcos interurban trolley between Richmond and Petersburg, 20 miles south. Vepcos goal was to put public transportation within four blocks of every Richmond resident. It spent more than $3.8 million on extensions and improvements in 1924 and 1925.

Because the automobile had begun to challenge the streetcar, Vepco provided more comfortable trolley cars, including 15 with mahogany interiors and deep-cushioned leather seats. These were unveiled with fanfare and the offer of free rides for several days. Other cars were refurbished with seats of woven rattan over cushions. On the outside over the windows was painted the slogan, Why not ride with us and save the difference?

In 1926 Vepco received a 30-year public-transit franchise from the city of Richmond, over the mayors veto; he objected to provisions governing tax revenues. The agreement was generally well received, however, and an era of good feeling ensued, demonstrated in part by the stationing of police officers to help streetcars manage busy intersections during rush hours. William E. Wood, Vepcos vice-president, succeeded Bradley in 1927 when Bradley left to head another utility company.

Vepco made two acquisitions in the next few yearsthe Norfolk Railway & Light Company in 1927 and the City Gas Company of Norfolk in 1930. The former added territory in the southern part of Virginia. In 1930 Vepco also made its last major track expansion, the Broad Street extension to the Richmond city limits. The company acquired new leadership in 1929, when Jack G. Holtzclaw became president a few months after Wood left for New York to become executive vice-president of the holding company, Engineers Public Service. Vepco had 100,000 customers and annual revenues of $11 million.

Vepcos transit business suffered in the 1920s as the automobile grew in popularity. Annual revenues dropped from $290,000 in 1923 to $85,000 in 1931, and the company cut back service. The 40-mile roundtrip between Richmond and Petersburg was reduced from 70 to 58 minutes by making an earlier turnaround in Richmond, and baggage service was dropped. A more significant change was the substitution of motor buses for electric streetcars on this route in September 1936. The streetcars were on their way out; the last was to run in September 1949. During World War II, as in World War I, several Vepco-area cities in Virginia were central to the war effort, Norfolk as Atlantic Fleet headquarters, Newport News as site of a major shipyard, and Yorktown as site of the Naval Mine Depot.

Meanwhile, Vepco ownership was challenged by the Securities and Exchange Commission (SEC) in its widespread dissolution of utility holding companies. Sued by the SEC in 1940, the Vepco owner, Engineers Public Service, had to divest itself of everything but Vepco. It sold the Richmond and Norfolk transit systems, which became the Virginia Transit Company. The Portsmouth and Petersburg lines were sold a few months later.

Vepco Becoming Independent: 1947-82

Vepco merged in the same year with the Virginia Public Service Company, a series of systems in northern and western Virginia and in the Hampton Roads area near Norfolk. The merger more than doubled the Vepco service area, making Vepco one of the largest U.S. electric utilities. Rather than keep Vepco and divest its gas operations, as was required, Engineers Public Service dissolved itself. Vepco became independent in 1947, with 450,000 gas and electric customers. Vepco was ready to face the postwar rise in demand. In 1949 it acquired the East Coast Electric Company, operating in Virginias Tidewater section; in 1952 it added the territory of the Hydro-Electric Corporation of Virginia, and in 1957 it acquired Roanoke Utilities Company, Inc.

Company Perspectives:

Dominions strategy is to be the leading provider of electricity, natural gas and related services to customers in the Midwest, Mid-Atlantic and Northeast regions of the U.S., where 40 percent of the nations energy is consumed.

In 1955 the Roanoke Rapids (North Carolina) dam, a remotely controlled hydroelectric operation on the Roanoke River, was completed after a long, hard court fight with the U.S. Department of the Interior. Vepco had received a license in 1929 from the Federal Power Commission to build the dam, but had not carried out construction during the Depression. When the company reapplied for a license after World War II, the Interior Department claimed responsibility for hydroelectric power development, and opposed the license grant. Ultimately, after hearings before the Federal Power Commission and the courts, the commission granted Vepco the license. The decision was upheld by the U.S. Supreme Court in 1953, and the project was begun. It was dedicated in April 1956, in honor of Jack Holtzclaw, who had died of a heart attack in 1955. In Holtzclaws 26 years as president, Vepco had grown from a local power company to one serving two-thirds of the counties in Virginia and parts of North Carolina and West Virginia.

During these years, Vepcos general counsel was T. Justin Moore, whom Erwin H. Will described in his Newcomen Society lecture in 1965 as probably the most outstanding utility lawyer in the United States. Its chief guide in financial matters was Donald C Barnes, president of Engineers Public Service in the 1930s and 1940s and chairman of Vepcos board from 1947 to 1960.

Erwin Will succeeded Holtzclaw as president in 1956. He led Vepco into the nuclear power field as one of four utilities that formed a nonprofit corporation, Carolinas-Virginia Nuclear Power Association, to research and develop a prototype, experimental reactor. This was built in the early 1960s at Parr Shoals, South Carolina. Vepco thus became one of the nations frontrunners in nuclear energy.

Alfred H. (Pete) McDowell, Jr., succeeded Will in 1958, Will remaining as board chairman. In 1959 McDowell and Will observed that Vepco, unlike some utilities, did not depend on large customers in any one industry and had thus been insulated somewhat from economic hard times. Another factor was the population growth of its service area at about twice the rate of the United States as a whole, while the number of electric customers grew 47 percent, to 704,000 from 1950 through 1957.

In the realm of technical innovation, Vepco installed, in the 1960s, probably the first underground residential distribution system, using buried cables, of lighter weight than the lead cables used in major cities but permitting higher voltage than previously carried by such cables. The approach became standard for newly developed residential communities, where overhead cables became obsolete.

Another innovation of the 1960s was the worlds first extra-high-voltage system, at Mount Storm, West Virginia, where Vepco built its Mine Mouth coal-fired steam station, which opened in 1965, virtually on top of West Virginias estimated 100 million tons of unmined coal. Vepco also built the first 500,000-volt transmission system in the country and started one of the largest hydroelectric facilities in the world, in Bath County, in the mountainous western part of Virginia. The company developed it during the very difficult years of the 1970s, opening it in the mid-1980s. The Bath County system pumped water at night to a high elevation, and then used the energy of the falling water during the day to run turbines.

In 1965 Vepcos annual revenues were $215 million. Its property and plant had more than doubled in ten years. Will stated while some still dont seem to believe it, rates had dropped for each of the previous four years.

The 1970s brought great changes, caused by the oil embargo and the subsequent shortages and rising costs. High fuel bills, inflation, and high interest rates did away with the economics of scale that had in part justified the monopoly system for public utilities. Demand had been predictable, growing at 7 percent a year before the embargo, and technology had once lowered the price of electricity. Neither was the case in the 1970s. Thus the industry faced new challenges.

Vepcos president in the late 1970s, Stanley Ragone, died in May 1980. In his short time as president, Ragone had promoted nuclear power and had worked to bring Vepco into nuclear prominence. It had been thought at one time that Vepco would have an all-nuclear system; a difficult regulatory climate put an end to such speculation. Ragones successor, William W. Berry, was an electrical engineer with 24 years of experience with Vepco.

Berry pulled back from the nuclear commitment, canceling two units under construction. He made considerable managerial changes, and started a push to recovery with the help of his first assistant, Jack Ferguson. He persuaded state regulators to allow competitive bidding on cogenerated power, produced by one source for both industrial use and sale. Then he sold cogenerated power to utilities in states whose regulators did not allow competitive bidding. It was a strategy that less venturesome utilities shrank from, because of the risks involved, among them the problem of identifying reliable cogenerators and the possibility of adverse regulatory changes. Berry also promised that rate increases in the 1980s would be less than the rate of inflation, a promise he kept.

Key Dates:

1795:
Upper Appomattox Company is formed.
1888:
Upper Appomattox introduces its first steam power facility.
1909:
Virginia Railway and Power (VR&P; the original name of Vepco) is incorporated.
1925:
VR&P is purchased by a syndicate headed by Stone & Webster, Inc., a New York engineering and consulting company, and is renamed Virginia Power and Electric Company.
1940:
Vepco merges with the Virginia Public Service Company, more than doubling Vepcos service area and making it one of the largest U.S. electric utilities.
1943:
Standard Oil creates Consolidated Natural Gas.
1947:
Under pressure from the SEC, Vepco owner, Engineers Public Service, dissolves itself and Vepco becomes independent with 450,000 gas and electric customers.
1956:
Erwin H. Will becomes president of Vepco and leads the company to become one of the nations frontrunners in nuclear energy.
1980:
William W. Berry becomes president of Vepco and begins to champion electric competition.
1983:
Dominion Resources, Inc. (DRI) is organized as a holding company for Vepco.
1985:
Vepco is divided into Virginia Power, North Carolina Power, and West Virginia Power.
1990:
Thomas E. Capps succeeds Berry as CEO of DRI.
1999:
DRI reorganizes in anticipation of energy deregulation, separating power generation from transmission, distribution, and retail.
2000:
Following its transformative merger with Consolidated Natural Gas, DRI begins doing business under the abbreviated name Dominion.

Early in his time as CEO, Berry was recognized as unique among electric utility executives for his advocacy of deregulation and competition. He proposed dividing electric utilities into three components: generation, transmission, and retail distribution. Only the latter should be considered a natural monopoly, he said. Into the process he wanted to insert regional energy brokers, owners of transmission equipment, who would act like stock exchange specialists making markets. Vepco was buying cheap coal-fired power from adjacent utilities near midwestern coal fields at the time, in mid-1982, and was taking advantage of a freer market in bulk power.

The Birth of Dominion Resources: 1983-2002

In 1983 Berry took a greater step towards competition, leading to the formation of a holding company, Dominion Resources, Inc. (DRI), which would make use of Vepcos expertise in unregulated areas. Vepco became DRIs main subsidiary, now known as Virginia Power. Dominion Resources formed its first new subsidiary, an investment management company, Dominion Capital, in 1985. Its involvement in real estate led it to form a real estate development and management subsidiary, Dominion Lands, in 1987. Nonutility earnings were to exceed 20 percent annually in the next five years.

Meanwhile, Berry called a halt to almost all plant construction. Virginia Power was operating four nuclear reactors but had canceled three others for lack of demand and a fourth because of high construction cost estimates. It was trying to sell part interest in two of the remaining four. The new emphasis was on transmission rather than generation, on being energy managers as one utility executive called it.

Virginia Powers nuclear capability meant much to the company. In 1984 it was one of the few utilities to reduce its rates, mainly due to its reliance on nuclear energy. Its four reactors were supplying 40 percent of its needs and were inexpensive to operate. Its fuel bill had dropped from more than $1 billion in 1980 to $725 million in 1983. Its customers were paying 2 percent less on average than a year earlier. Virginia Power had gotten out of nuclear construction, an expensive proposition, just in time. The strategy now was to rely on coal; Virginia Power embarked on the largest oil-to-coal conversion in the United States. By early 1987, it had only two oil units supplying just 3 percent of its power. Since the coal was a low-sulfur variety, acid rain was not a worry, and scrubbers were needed on only one of 11 units.

Demand was up 5 percent, but Berry was expecting no great upsurge, because, he argued, customers had learned to do with less. This situation was good for business, because it ruled out expensive new construction.

As cited in Electric Light & Power, November 1986, Berry argued for a level playing field, or a chance to compete on equal terms. Economic efficiency demanded more than the piecemeal changes urged by regulators, he told a meeting of large industrial users, predicting an end to the chummy fraternity among electric utilities as those with excess capacity entered the open power market.

DRI entered northern Virginia in 1986, acquiring the retail territory of the Potomac Electric Power Company. The company formed a third subsidiary in 1987, Dominion Energy, a developer of power plants to perform in this open market. DRI sold its retail territory in West Virginia that year, to UtiliCorp United, Inc.

At Berrys side during these years was Jack Ferguson, president of Virginia Power since DRI was formed in 1983. Berry was the financial expert; Ferguson handled operations. Thomas E. Capps, executive vice-president of Virginia Power, who succeeded Berry as DRIs president and CEO in 1990, was responsible for external social, legal, and political tasks.

Berrys response to industry changes was called cagey and controversial by Forbes in May 1988. DRI had taken a regulatory sidestep, was engaged in regulatory arbitrage, buying power at the low price that prevailed in Virginia and selling power at higher prices elsewhere. DRI was investing in 13 new plants out of state to produce power for other, nearby utilities. It was earning 20 percent to 25 percent return on its equity in these new units, in contrast to 13.25 percent on its Virginia plants.

DRI was thus expanding its unregulated business, which contributed only 4.4 percent of net earnings in fiscal 1987, while putting limits on its regulated business. Percentages of net earnings from unregulated business rose to 6 percent in 1988, 7 percent in 1989, and 8 percent in 1990.

Federal law had forced utilities to buy at a high fixed price from cogenerators, with a view to encouraging cogeneration, an energy-saving tactic, but Berry had pushed successfully for a bidding process in Virginia, and the idea began to gain momentum nationwide. It was a privatizing of generation sources, with investors building stations so as to sell power to the local utility. DRI through its Dominion Energy subsidiary went to West Virginia, California, and even South America for power.

In 1988 DRI bought half of Enron Cogeneration from Enron Corporation of Houston. It sold its natural gas operation in 1990, while its subsidiary Dominion Energy became involved in joint ventures to acquire and develop natural gas reserves.

In 1990 DRI prepared to make better use of its generating facilities. Nuclear units reached more than 80 percent of capacity compared to the 67 percent average for U.S. nuclear plants. Every change in the economy showed in business volume. During the Gulf War, for instance, when fewer naval vessels docked in Virginia ports, business suffered, because an aircraft carrier in port used a great deal of electricity. DRI was serving fast-growing areas, and plans for the 1990s were to increase capacity to meet rising demand, but with less construction, less borrowing, and more cash on hand.

With Thomas E. Capps ascension to CEO in 1990 and chairman of the board of directors in 1992, Dominion began to focus on strategies to shore itself up in anticipation of the sharp increase in competition that would accompany the fast-approaching, nationwide deregulation of electric utilities.

One of these strategies was to intensify Dominions diversification away from its core utilities operations. In 1992, Dominion Capital, the subsidiary devoted to bringing in revenue through investment activities, created a mutual fund that invested in utility stocks. With its Americas Utility Fund, Dominion became the first utility in the nation to offer an investment opportunity of this kind to the publicanticipating investor interest keenly, as it attracted $27 million from its customers and other investors in less than a year. In another move to diversify, Dominion launched its first venture into the national commercial lending business in 1994, when it joined forces with a Chicago-area lending firm called Household International, Inc. The venture was created with a $150 million investment from each side to meet mid-size companies increasing demand for loans to pay for expansions, recapitalizations, and buyouts. In 1995, Dominion bought three natural gas companies to expand its interest in this non-utility arena, and in 1998, it bought the Kincaide Power Station from Commonwealth Edison Co. of Chicago, more than doubling the output of its generating plants outside Virginia.

Another way of preparing the company for the impact of deregulation was to consolidate management and aggressively cut costs. Between 1989 and 1994, Virginia Power reduced its workforce by 21 percent, eliminating almost 3,000 positions at the company. A protracted boardroom dispute was sparked in June 1994 when Dominion tried to increase its authority over Virginia Power, which was then accounting for more than 90 percent of DRIs total revenue, by changing the make-up of the board. Dominion presented the change as an efficiency move, similar to efforts it had made in recent years to consolidate the financial and legal functions of Virginia Power into its ownefforts Virginia Power viewed as offensive and threatening. The fight was characterized not only as a turf war but also a personality clash between Thomas E. Capps, the CEO of Dominion, and James T. Rhodes, the CEO of Virginia Power. Relations became so strained that regulators from the Virginia State Corporation Commission had to intervene to protect the public interest. A tenuous truce was eventually reached in September 1995.

Dominion gained valuable experience in the competitive power market during its brief ownership of East Midlands Electricity, the third largest electricity company in England and Wales. DRI purchased East Midlands for $2.2 billion in November 1996 and, frustrated by unsuccessful efforts to grow the business, sold it again for $3.2 billion in June 1998.

With Virginia deregulation scheduled to go into effect in 2002, Dominion began to restructure its business in April 1999. The reorganization divided DRIs electricity business, Virginia Power, into two subsidiaries, an electricity generating company and a separate transmission and distribution company. The transmission and distribution company remained under state regulation and kept the name Virginia Power; the nuclear, hydroelectric, and fossil fuel operations that generated electricity were combined with the various generation plants of Dominion Energy and given a new name, Dominion Generation. This separation of operations, also known as unbundling, was part of the state requirement under deregulation.

Shortly after the reorganization, Dominion Resources made a dramatic leap in size when it bought Consolidated Natural Gas (CNG), a Pittsburgh, Pennsylvania-based company. The DRI-CNG merger, which was complete by March 2000, boosted DRIs customer base to four million in five states across the Mid-Atlantic, Northeast, and Midwest, effectively transforming Dominion into one of the largest gas and electric utilities in the United States. Further, as CNG was a natural gas company, involved in generating electricity, the merger gave DRI significantly more competitive muscle for the upcoming deregulation.

In August 2000, DRI announced that it would do business from then forward under the simplified name of Dominion. Though the companys legal name would remain Dominion Resources, Inc., branding research had led the company to conclude that Dominion would be more recognizable and more unifying for all of the companys different ventures. Thus, to make the new branding effort comprehensive, the names of Dominions main subsidiaries were also changed by adding Dominion as a prefix to their existing names.

In the wake of the power crisis that swept California in 2000-01 and the scandalous collapse of Enron Corporation in Texas, Dominions CEO Thomas E. Capps made efforts to reassure Dominions customers and shareholders of the overall strength and stability of his company. In a January 11, 2001 interview with Jack Cafferty of CNNfn, Capps critiqued the regulators and the industrys poor handling of deregulation in California by contrast to the prudent, proactive, and visionary measures taken by Dominion. Capps distanced Dominion from Enron at the annual shareholders meeting in 2002, characterizing the business practices of the now bankrupt Texas company as fast and loose, and emphasizing the built-in security for Dominion of owning a broad range of assets and maintaining a level of available cash in excess of its book earnings. Indeed, despite turbulence in the market, Dominion looked strong in 2002: the company had tripled its stock price in the past ten years and issued dividends to its stockholders for 297 consecutive quarters. With the strength and flexibility Dominion had won through expansion and diversification, the companys bullish outlook for the East Coast energy business appeared justified.

Principal Subsidiaries

Dominion Virginia Power; Dominion East Ohio; Dominion Peoples; Dominion Hope; Dominion Capital, Inc.; Dominion Energy, Inc.; Dominion Land Management Co.; Dominion Transmission, Inc.; Dominion Exploration and Prod.; Dominion Retail; Dominion Telecom; Dominion Evantage; Saxon Mortgage, Inc.

Principal Competitors

Allegheny Energy, Inc.; American Electric Power Company, Inc.; NiSource Inc.

Further Reading

Dominion Resources/Consolidated Natural Gas Close Merger, Worldwide Energy, March 2000.

Edwards, Greg, Richmond, Va.-Based Dominion Resources to Restructure Electricity Business, Richmond Times-Dispatch, April 20, 1999.

Head of Virginias Dominion Resources Touts Energy Firms Cash, Assets, Virginian-Pilot, April 27, 2002.

McKenney, Carlton Norris, Rails in Richmond, Glendale, Calif.: Interurban Press, 1986.

Novack, Janet, The Regulatory Sidestep, Forbes, May 2, 1988.

Sherrid, Pamela, Live Wire, Forbes, September 27, 1982.

Southerland, Daniel, Power Struggle in Virginia; What Happened in Dominion Resources Boardroom Was Part Clash of the Titans, Part Family Feud, Washington Post, June 27, 1994, p. F1.

Wald, Matthew L., Talking Business with Berry of Dominion Resources; Electricity Use Expected to Rise, New York Times, July 10, 1990, p. D2.

Jim Bowman

update: Erin Brown

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Dominion Resources, Inc.

Dominion Resources, Inc.

Riverfront Plaza, West Tower
901 East Byrd Street
Richmond, Virginia 23219
U.S.A.
(804) 775-5700
Fax: (804) 775-5819

Public Company
Incorporated: 1909 as Virginia Railway and Power Company
Employees: 13,000
Sales: $3.53 billion
Stock Exchange: New York

Dominion Resources, Inc. (DRI) is a holding company whose largest subsidiary, Virginia Electric and Power Company (Vepco), accounted in the early 1990s for $3.46 billion of DRIs $3.53 billion operating revenues. Vepco, a regulated public utility, supplies electric power to more than 1.7 million customers in Virginia and the northeast portion of North Carolina, where it is known as North Carolina Power. Other subsidiaries are involved in real estate and investment. Vepco is a leader among U.S. electric utilities in the use of nuclear power and is able to sell power to other utilities.

Vepco was founded in 1909, but its corporate roots date to the Appomattox Trustees, established in 1781 by the Virginia General Assembly to foster navigation on the Appomattox River for hauling rum and tobacco. The trustees, who included George Washington and James Madison, founded the Upper Appomattox Company, a canal company, in 1795.

In 1888 Upper Appomattox, which possessed water rights in the area, took over some hydroelectric plants, adding a steam generating plant in 1889. In 1901 control of the water rights passed to the Virginia Passenger and Power Company, a transit and electric utility owned by George Fisher & Associates, which went into receivership in 1904. Virginia Passenger and Power was bought in 1909 by the newly formed Virginia Railway and Power Company, (VR&P) owned chiefly by Frank Jay Gould, son of financial speculator Jay Gould.

A Gould cousin, William Northrop, the new companys first president, died in 1912. Northrops successor, Thomas S. Wheelwright, impatient with delays in reaching company objectives, once put his men to work chopping down trees on a main thoroughfare to make way for trolley tracks, precipitating a rush of protesters on city hall.

VR&P bought three more transit and power companies in Richmond, whose street railways had been the nations first successful electrified trolley systemRichmond Passenger & Power, Richmond Traction Company, and Richmond & Petersburg Electric Railway Company. As was typical of the day, the new companys earnings came overwhelmingly from transit, $1.4 million compared to $614,000 for business and consumer electricity in 1910.

There followed a series of acquisitions by VR&PNorfolk & Portsmouth Traction Company in 1911; Richmond Railway & Viaduct Company in 1916; and Norfolk & Ocean View Railway Company in 1917. In 1911 the company also acquired gas properties in Norfolk, Virginia and entered the natural gas distribution business. The Norfolk acquisitions provided access to a fast-growing market during World War I, since Norfolk was a major U.S. Navy port. Indeed, a naval officer was assigned to direct the use of electricity during the war, and trolley cars were halted when the military needed extra power. Disappointed passengers nicknamed the company The Virginia Railway and Powerless Company. The electric-transit business was in decline.

In 1925 VR&P was purchased by a syndicate headed by Stone & Webster, Inc., a New York engineering and consulting company. A holding company, Engineers Public Service, was formed to own and manage the company, whose name was changed to Virginia Electric and Power Company, the better to reflect the changing electrical industry. Luke C. Bradley, former president of a Texas utility company, became president, succeeding Wheelwright. In the same year, Vepco acquired Petersburg Power Company and expanded electrical service north into the Fredericksburg-Ashland areas of Virginia and south into eastern North Carolina.

Vepcos new Petersburg, Virginia office building, fronting on a new bridge over the Appomattox River, was dedicated in October 1925. Its second floor opened onto the bridge and served as a waiting room for passengers on Vepcos interurban trolley between Richmond and Petersburg, 20 miles south. Vepcos goal was to put public transportation within four blocks of every Richmond resident. It spent more than $3.8 million on extensions and improvements in 1924 and 1925.

Because the auto had begun to challenge the streetcar, Vepco provided more comfortable trolley cars, including 15 with mahogany interiors and deep-cushioned leather seats. These were unveiled with fanfare and the offer of free rides for several days. Other cars were refurbished with seats of woven rattan over cushions. On the outside over the windows was painted the slogan, Why not ride with us and save the difference?

In 1926 Vepco received a 30-year public-transit franchise from the city of Richmond, over the mayors veto; he objected to provisions governing tax revenues. The agreement was generally well received, however, and an era of good feeling ensued, demonstrated in part by the stationing of police officers to help streetcars manage busy intersections during rush hours. William E. Wood, Vepcos vice president, succeeded Bradley in 1927 when Bradley left to head another utility company.

Vepco made two acquisitions in the next few yearsthe Norfolk Railway & Light Company in 1927 and the City Gas Company of Norfolk in 1930. The former added territory in the southern part of Virginia. In 1930 Vepco also made its last major track expansion, the Broad Street extension to the Richmond city limits. The company acquired new leadership in 1929, when Jack G. Holtzclaw became president a few months after Wood left for New York to become executive vice president of the holding company, Engineers Public Service. Vepco had 100,000 customers and annual revenues of $11 million.

Vepcos transit business suffered in the 1920s as the automobile grew in popularity. Annual revenues dropped from $290,000 in 1923 to $85,000 in 1931, and the company cut back service. The 40-mile round trip between Richmond and Petersburg was reduced from 70 to 58 minutes by making an earlier turnaround in Richmond, and baggage service was dropped. A more significant change was the substitution of motor buses for electric streetcars on this route in September 1936. The streetcars were on their way out; the last was to run in September 1949. During World War II, as in World War I, several Vepco-area cities in Virginia were central to the war effort, Norfolk as Atlantic Fleet headquarters, Newport News as site of a major shipyard, and Yorktown as site of the Naval Mine Depot.

Meanwhile, Vepco ownership was challenged by the Securities and Exchange Commission (SEC) in its widespread dissolution of utility holding companies. Sued by the SEC in 1940, the Vepco owner, Engineers Public Service, had to divest itself of everything but Vepco. It sold the Richmond and Norfolk transit systems, which became the Virginia Transit Company. The Portsmouth and Petersburg lines were sold a few months later.

Vepco merged in the same year with the Virginia Public Service Company, a series of systems in northern and western Virginia and in the Hampton Roads area near Norfolk. The merger more than doubled the Vepco service area, making Vepco one of the largest U.S. electric utilities. Rather than keep Vepco and divest its gas operations, as was required, Engineers Public Service dissolved itself. Vepco became independent in 1947, with 450,000 gas and electric customers. Vepco was ready to face the postwar rise in demand. In 1949 it acquired the East Coast Electric Company, operating in Virginias Tidewater section; in 1952 it added the territory of the Hydro-Electric Corporation of Virginia, and in 1957 it acquired Roanoke Utilities Company, Inc.

In 1955 the Roanoke Rapids (North Carolina) dam, a remotely controlled hydroelectric operation on the Roanoke River, was completed after a long, hard court fight with the U.S. Department of the Interior. Vepco had received a license in 1929 from the Federal Power Commission to build the dam, but had not carried out construction during the Depression. When the company reapplied for a license after World War II, the Interior Department claimed responsibility for hydroelectric power development, and opposed the license grant. Ultimately, after hearings before the Federal Power Commission and the courts, the commission granted Vepco the license. The decision was upheld by the U.S. Supreme Court in 1953, and the project was begun. It was dedicated in April 1956, in honor of Jack Holtzclaw, who had died of a heart attack in 1955. In Holtzclaws 26 years as president, Vepco had grown from a local power company to one serving two-thirds of the counties in Virginia and parts of North Carolina and West Virginia.

During these years, Vepcos general counsel was T. Justin Moore, whom Erwin H. Will described in his Newcomen Society lecture in 1965 as probably the most outstanding utility lawyer in the United States. Its chief guide in financial matters was Donald C. Barnes, president of Engineers Public Service in the 1930s and 1940s and chairman of Vepcos board from 1947 to 1960.

Erwin Will succeeded Holtzclaw as president in 1956. He led Vepco into the nuclear power field as one of four utilities that formed a nonprofit corporation, Carolinas-Virginia Nuclear Power Association, to research and develop a prototype, experimental reactor. This was built in the early 1960s at Parr Shoals, South Carolina. Vepco thus became on of the nations front-runners in nuclear energy.

Alfred H. (Pete) McDowell Jr. succeeded Will in 1958, Will remaining as board chairman. In 1959 McDowell and Will observed that Vepco, unlike some utilities, did not depend on large customers in any one industry and had thus been insulated somewhat from economic hard times. Another factor was the population growth of its service area at about twice the rate of the United States as a whole, while the number of electric customers grew 47%, to 704,000 from 1950 through 1957.

In the realm of technical innovation, Vepco installed, in the 1960s, probably the first underground residential distribution system, using buried cables, of lighter weight than the lead cables used in major cities but permitting higher voltage than previously carried by such cables. The approach became standard for newly developed residential communities, where overhead cables became obsolete.

Another innovation of the 1960s was the worlds first extra-high-voltage system, at Mount Storm, West Virginia, where Vepco built its Mine Mouth coal-fired steam station, which opened in 1965, virtually on top of West Virginias estimated 100 million tons of unmined coal. Vepco also built the first 500,000-volt transmission system in the country and started one of the largest hydroelectric facilities in the world, in Bath County, in the mountainous western part of Virginia. The company developed it during the very difficult years of the 1970s, opening it in the mid-1980s. The Bath County system pumped water at night to a high elevation, and then used the energy of the falling water during the day to run turbines.

In 1965 Vepcos annual revenues were $215 million, compared to $11 million in 1929. Its property and plant had more than doubled in 10 years. Will stated while some still dont seem to believe it, rates had dropped for each of the previous four years.

The 1970s brought great changes, caused by the oil embargo and the subsequent shortages and rising costs. Vepco had begun converting coal stations to oil-fired ones in the 1960s, because oil was priced low. It reversed the process in the 1970s, and by the 1980s most of its stations were coal-fired. The ill-timed switch to oil did not set well with some. The resulting image problems became one reason that Vepco, or Virginia Power as it is also known, is called North Carolina Power when it serves North Carolina.

The 1970s changed the industry because rising fuel bills, inflation, and high interest rates did away with the economies of scale that had in part justified the monopoly system for public utilities. Demand had been predictable, growing at 7% a year before the embargo, and technology had once lowered the price of electricity. Neither was the case in the 1970s. The industry faced new challenges.

Vepcos president in the late 1970s, Stanley Ragone, died in May 1980. In his short time as president, Ragone had promoted nuclear power and had worked to bring Vepco into nuclear prominence. It had been thought at one time that Vepco would have an all-nuclear system; a difficult regulatory climate put an end to such speculation. Ragones successor, William W. Berry, was an electrical engineer with 24 years of experience with Vepco.

Reversals had been such during the difficult 1970s that Vepco was financially hard-pressed, nearly bankrupt in 1980, according to Forbes magazine, May 2, 1988. Berry pulled back from the nuclear commitment, canceling two units under construction. He made considerable managerial changes, and started a push to recovery with the help of his first assistant, Jack Ferguson. He persuaded state regulators to allow competitive bidding on cogenerated power, produced by one source for both industrial use and sale. Then he sold cogenerated power to utilities in states whose regulators did not allow competitive bidding. It was a strategy that less venturesome utilities shrank from, because of the risks involved, among them the problem of identifying reliable cogenerators and the possibility of adverse regulatory changes. Berry also promised that rate increases in the 1980s would be less than the rate of inflation, a promise he kept.

Early in his time as CEO, Berry was recognized as unique among electric utility executives for his advocacy of deregulation and competition. He proposed dividing electric utilities into three components: generation, transmission, and retail distribution. Only the latter should be considered a natural monopoly, he said. Into the process he wanted to insert regional energy brokers, owners of transmission equipment, who would act like stock exchange specialists making markets. Vepco was buying cheap coal-fired power from adjacent utilities near midwestern coal fields at the time, in mid-1982, and was taking advantage of a freer market in bulk power.

In 1983 Berry took a greater step towards competition, leading to the formation of a holding company, Dominion Resources, Inc., which would make use of Vepcos expertise in unregulated areas. Dominion Resources formed its first subsidiary, an investment and investment management company, Dominion Capital, in 1985. Its involvement in real estate led it to form a real estate development and management subsidiary, Dominion Lands, in 1987. Nonutility earnings were to exceed 20% annually in the next five years.

Meanwhile, Berry called a halt to almost all plant construction. Vepco, now DRIs chief subsidiary, was operating four nuclear reactors but had canceled three others for lack of demand and a fourth because of high construction cost estimates. It was trying to sell part interest in two of the remaining four. The new emphasis was on transmission rather than generation, on being energy managers as one utility executive called it.

Vepcos nuclear capability meant much to the company. In 1984 it was one of the few utilities to reduce its rates, mainly due to its reliance on nuclear energy. Its four reactors were supplying 40% of its needs and were inexpensive to operate. Its fuel bill had dropped from more than $1 billion in 1980 to $725 million in 1983. Its customers were paying 2% less on average than a year earlier. Vepco had gotten out of nuclear construction, an expensive proposition, just in time. The strategy now was to rely on coal; Vepco embarked on the largest oil-to-coal conversion in the United States. By early 1987, it had only two oil units supplying just 3 % of its power. Since the coal was a low-sulfur variety, acid rain was not a worry, and scrubbers were needed on only 1 of 11 units.

Demand was up 5%, but Berry was expecting no great upsurge, because, he argued, customers had learned to do with less. This situation was good for business, because it ruled out expensive new construction.

As cited in Electric Light & Power, November 1986, Berry argued for a level playing field, or a chance to compete on equal terms. Economic efficiency demanded more than the piecemeal changes urged by regulators, he told a meeting of large industrial users, predicting an end to the chummy fraternity among electric utilities as those with excess capacity entered the open power market.

DRI entered northern Virginia in 1986, acquiring the retail territory of the Potomac Electric Power Company. The company formed a third subsidiary in 1987, Dominion Energy, a developer of power plants to perform in this open market. DRI sold its retail territory in West Virginia that year, to UtiliCorp United, Inc.

At Berrys side during these years was Jack Ferguson, president of Vepco since DRI was formed in 1983. Berry was the financial expert; Ferguson handled operations. Thomas E. Capps, executive vice president of Vepco, who succeeded Berry as DRIs president and CEO in 1990, was responsible for external social, legal, and political tasks.

In 1987 Berrys response to industry changes was called cagey and controversial by Forbes, May 2, 1988. DRI had taken a regulatory sidestep, was engaged in regulatory arbitrage, buying power at the low price that prevailed in Virginia and selling power at higher prices elsewhere. DRI was investing in 13 new plants out of state to produce power for other, nearby utilities. It was earning 20% to 25% return on its equity in these new units, in contrast to 13.25% on its Virginia plants.

DRI was thus expanding its unregulated business, which contributed only 4.4% of net earnings in fiscal 1987, while putting limits on its regulated business. Percentages of net earnings from unregulated business rose to 6% in 1988, 7% in 1989, and 8% in 1990.

Federal law had forced utilities to buy at a high fixed price from cogenerators, with a view to encouraging cogeneration, an energy-saving tactic, but Berry had pushed successfully for a bidding process in Virginia, and the idea began to gain momentum nationwide. It was a privatizing of generation sources, with investors building stations so as to sell power to the local utility. DRI through its Dominion Energy subsidiary went to West Virginia, California, and even South America for power.

In 1988 DRI bought half of Enron Cogeneration from Enron Corp. of Houston. It sold its natural gas operation in 1990, while its subsidiary Dominion Energy became involved in joint ventures to acquire and develop natural gas reserves.

In 1990 DRI prepared to make better use of its generating facilities. Nuclear units reached more than 80% of capacity compared to 67% of capacity that was average for U.S. nuclear plants. Every change in the economy showed in business volume. During the Gulf War, for instance, when fewer naval vessels docked in Virginia ports, business suffered, because an aircraft carrier in port uses a great deal of electricity. DRI was serving fast-growing areas, and plans for the 1990s were to increase capacity to meet rising demand, but with less construction, less borrowing, and more cash on hand.

Principal Subsidiaries

Virginia Electric and Power Company; Dominion Capital; Dominion Energy; Dominion Lands.

Further Reading

A Half Century of Progress: A picture history of the Virginia Electric and Power Company, Richmond, Virginia, Virginia Electric and Power Company, 1959; Will, Erwin H., The PastInteresting; The PresentIntriguing; The FutureBright: A Story of Virginia Electric and Power Company, New York, Newcomen Society in North America, 1965; Sherrid, Pamela, Live wire, Forbes, September 27, 1982; McKenney, Carlton Norris, Rails in Richmond, Glen-dale, California, Interurban Press, 1986; Novack, Janet, The regulatory sidestep, Forbes, May 2, 1988.

Jim Bowman

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