Dominion Salaried Savings Plan
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 

FORM 11-K





(Mark One):
  
     
X
  
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
For the fiscal year ended December 31, 2005.
     
   
or
     
   
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
For the transition period from _________ to ________________.
     


Commission File Number 333-110332


A.
Full title of the plan and the address of the plan, if different from that of the issuer named below:
   
DOMINION SALARIED SAVINGS PLAN
   
B.
Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
 
DOMINION RESOURCES, INC.
120 Tredegar Street
Richmond, VA 23219



DOMINION SALARIED SAVINGS PLAN
 
TABLE OF CONTENTS
 
 
Page
 
Report of Independent Registered Public Accounting Firm
2
   
Financial Statements:
  
   
  Statements of Net Assets Available for Benefits
     as of December 31, 2005 and 2004
 
3
   
  Statement of Changes in Net Assets Available
    for Benefits for the year ended December 31, 2005
 
4
   
   Notes to Financial Statements
5 - 13
   
Supplemental Schedules:
  
   
   Form 5500, Schedule H, Item 4(i): Schedule of Assets (Held at End of Year) as of December 31, 2005
 
14
   
   Form 5500, Schedule H, Item 4(j): Schedule of Reportable Transactions for
       the year ended December 31, 2005
 
15



Page 2


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Audit Committee and Organization, Compensation, and Nominating Committee of the Board of Directors of Dominion Resources, Inc. and the Trustee and Participants of the Dominion Salaried Savings Plan
Richmond, Virginia

We have audited the accompanying statements of net assets available for benefits of the Dominion Salaried Savings Plan (the “Plan”) as of December 31, 2005 and 2004, and the related statement of changes in net assets available for benefits for the year ended December 31, 2005. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2005 and 2004, and the changes in net assets available for benefits for the year ended December 31, 2005, in conformity with accounting principles generally accepted in the United States of America.

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of (1) assets (held at end of year) as of December 31, 2005, and (2) reportable transactions for the year ended December 31, 2005, are presented for the purpose of additional analysis and are not a required part of the basic financial statements, but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. These schedules are the responsibility of the Plan's management. Such schedules have been subjected to the auditing procedures applied in our audit of the basic 2005 financial statements and, in our opinion, are fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole.

/s/ Deloitte & Touche LLP

Richmond, Virginia
June 16, 2006


Page 3
 

DOMINION SALARIED SAVINGS PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
 
   
December 31,
         2005       
  
December 31,
         2004       
  
Assets:
          
           
  Participant-Directed Investments
  
$
1,327,802,117
  
$
1,188,476,257
  
               
  Nonparticipant-Directed Investments
    
366,411,734
    
325,043,387
  
               
  Receivables
    
1,664,485
    
420,426
  
               
         Total Assets
    
1,695,878,336
    
1,513,940,070
  
               
Liabilities:
              
               
  Payables for Investments Purchased
    
745,560
    
461,956
  
               
  Administrative Expenses Payable
    
928,737
    
611,480
  
               
  Other Liabilities
    
2,163,307
    
1,272,297
  
               
          Total Liabilities
    
3,837,604
    
2,345,733
  
               
NET ASSETS AVAILABLE FOR BENEFITS
  
$
1,692,040,732
  
$
1,511,594,337
  
               
               
               
 

 
The accompanying notes are an integral part of the financial statements.


Page 4

DOMINION SALARIED SAVINGS PLAN

STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 2005
 
Additions:
      
  Investment Income:
      
Dividends
  
$
22,759,821
  
Interest
    
1,532,471
  
Net Appreciation in Fair Value of Investments
    
114,116,165
  
Income from Master Trust
    
20,327,665
  
         
Total Investment Income
    
158,736,122
  
         
  Contributions:
        
Participants
   
79,616,369
  
Participating Companies
   
24,866,121
  
         
Total Contributions
    
104,482,490
  
         
   Total Additions
    
263,218,612
  
         
Deductions:
        
   Benefits Paid to Participants
    
87,781,470
  
   Administrative Expenses
    
728,442
  
         
   Total Deductions
    
88,509,912
  
         
NET INCREASE IN NET ASSETS BEFORE TRANSFER
    
174,708,700
  
         
NET TRANSFER OF PARTICIPANTS' ASSETS TO THE
  PLAN FROM OTHER PLANS
    
5,737,695
  
         
NET INCREASE
    
180,446,395
  
         
NET ASSETS AVAILABLE FOR BENEFITS:
        
  Beginning of Year
    
1,511,594,337
  
         
  End of Year
  
$
1,692,040,732
  
 

 
The accompanying notes are an integral part of the financial statements.


Page 5

DOMINION SALARIED SAVINGS PLAN
 
NOTES TO FINANCIAL STATEMENTS
 
1.            DESCRIPTION OF PLAN

The following description of the Dominion Salaried Savings Plan (the Plan) provides only general information. Participants should refer to the Plan document for a more complete description of the Plan's provisions.

 
a.
GENERAL - The Plan is a defined contribution plan covering all salaried employees of the Participating Companies (see Note 1.d.) who are 18 years of age or older. Dominion Resources, Inc. (Dominion) is the designated Plan sponsor. The Plan administrator is Dominion Resources Services, Inc. (a subsidiary of Dominion). Mellon Bank, N.A. serves as the trustee of the Plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA).

 
b.
CONTRIBUTIONS - Under the Plan, participants may contribute not less than 2% and not more than 50% of their eligible earnings, all of which may be on a tax-deferred basis or up to 20% on an after-tax basis. Highly compensated employees may contribute not less than 2% and not more than 35% of their eligible earnings, of which up to 15% may be on a tax-deferred basis and up to 20% on an after-tax basis.  Participating Companies contribute a matching amount equivalent to 50% of each participant’s contributions, not to exceed 3% of the participant’s eligible earnings.  For participants who have 20 or more years of service with Dominion or its subsidiaries, the Participating Companies’ matching contribution is 66.7% of each participant’s contributions, not to exceed 4% of participant’s eligible earnings. Contributions are subject to certain Internal Revenue Code (IRC) limitations.

 
c.
PARTICIPANT ACCOUNTS - Individual accounts are maintained for each Plan participant. Each participant's account includes the effect of the participant's contributions and withdrawals, as applicable, and allocations of the Participating Companies’ contributions, Plan earnings or losses, and administrative expenses. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the vested portion of the participant's account.

 
d.
PARTICIPANTS - Any subsidiary of Dominion may adopt the Plan for the benefit of its qualified salaried employees subject to approval of the Dominion Board of Directors.

 
e.
VESTING - Participants become vested in their own contributions and the earnings on these amounts immediately, and in the Participating Companies’ matching contributions and earnings thereon after three years of service.

 
f.
FORFEITED ACCOUNTS - At December 31, 2005 and 2004, forfeited nonvested accounts totaled $204,539 and $166,385, respectively. These accounts are used to reduce future Participating Companies’ contributions. During the year ended December 31, 2005, Participating Companies’ contributions were reduced by $166,385 from forfeited nonvested accounts.


Page 6
 
g.           INVESTMENT OPTIONS
 
Employee Contributions: Upon enrollment in the Plan, a participant may direct employee contributions in any option (except the loan fund) in 1% increments totaling to 100%. Changes in investment options may be made at any time and become effective with the subsequent pay period. Participants can make unlimited transfers among existing funds. As discussed in Note 1.k., effective July 6, 2005, the Plan provides for employee contributions to be invested in the following:
 
Dominion Stock Fund 

Interest in Master Trust:

Dresdner Large Cap Growth Fund (Dresdner Fund)
Certus Stable Value Fund (Certus Fund)

Common/Collective Trusts:

Northern Trust Global Securities - Aggressive Growth
Northern Trust Global Securities - Conservative
Northern Trust Global Securities - Moderate
Large Cap Value Fund
Wilshire 4500 Index Fund
EB Mellon Total Return Fund
Mellon S&P 500 Index Daily Fund

Mutual Funds:

Real Estate Fund
Small Cap Value Fund
Vanguard Explorer Fund
Euro Pacific Growth Fund

Company Contributions: Participating Companies matching contributions are automatically invested in the Dominion Stock Fund. However, participants may transfer 100% of the value of their company match account into another investment option at any time.

 
h.
PARTICIPANT LOANS - Participants are eligible to secure loans against their plan account and repay the amount over a one to five-year period. The minimum loan amount is $1,000 and the maximum loan amount is the lesser of:
 
·
 
50% of the vested account balance or
 
·
$50,000 (reduced by the maximum outstanding loan balance during the prior 12 months).
 
Loan transactions are treated as a transfer between the respective investment fund and the loan fund. The loans are interest bearing at one percentage point above the prime rate of interest. The rate is determined every quarter; however, the rate is fixed at the inception of the loan for the life of the loan.
 

Page 7
 
Participants make principal and interest payments to the Plan on a bi-monthly basis through payroll deductions. Any defaults in loans result in a reclassification of the remaining loan balances as taxable distributions to the participants.
 
 
i.
PAYMENT OF BENEFITS - On termination of service, a participant may elect to receive either a lump-sum amount equal to the value of the participant’s vested interest in his or her account, or defer the payment to a future time no later than the year in which the participant attains age 70 1/2. There were no amounts payable to participants at December 31, 2005 or 2004.

 
j.
FLEXIBLE DIVIDEND OPTION - Participants are given the choice of (1) receiving cash dividends paid on vested shares held in their Dominion Stock Fund or (2) reinvesting the dividends in the Dominion Stock Fund.

 
k.
PLAN CHANGES - In June 2005, the Plan approved the following changes to participant investment offerings, effective July 6, 2005: The underlying investments for the Capital Guardian Balanced - Aggressive Growth Fund, Capital Guardian Balanced - Conservative Balanced Fund, and Capital Guardian Balanced - Moderate Fund (the Balanced Funds) were replaced. The Balanced Funds managed by Capital Guardian Trust Company were transferred to similar balanced funds managed by Northern Trust Global Securities. In addition, the Small Cap Growth Fund’s underlying investment, the RS Diversified Growth Fund, was replaced with the Vanguard Explorer Fund.

 
l.
PLAN AMENDMENTS - Effective January 1, 2005 and July 5, 2005, the Plan incorporated the Dominion Energy New England Union Savings Plan (the “NEU Plan”) and the Dominion Kewaunee Union Savings Plan (the “DKU Plan”), respectively, for the purpose of providing the employees covered by both plans with access to and participation in the Dominion Stock Fund. Effective January 1, 2006, account balances of participants covered under the NEU and the DKU plans were transferred from the Dominion Salaried Savings Plan to their respective separate plans.

2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 
a.
BASIS OF ACCOUNTING - The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America.

 
b.
USE OF ESTIMATES - The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires Plan management to make estimates and assumptions that affect the reported amounts of net assets available for benefits and changes therein. Actual results could differ from those estimates.

 
c.
RISKS AND UNCERTAINTIES - The Plan utilizes various investment instruments, including mutual funds and investment contracts. Investment securities, in general, are exposed to various risks, such as interest rate, credit, and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the financial statements.
 

Page 8

 
d.
VALUATION OF INVESTMENTS:

(1)       Dominion Stock Fund - The investments of the fund are stated at fair value based on the closing sales prices reported on the New York Stock Exchange on the last business day of the Plan year.
 
 
(2)
Mutual Funds - Investments in mutual funds are stated at fair value using market prices, which represent the net asset values of shares held by the Plan at year-end.
 
 
(3)
Common/Collective Trusts - Investments in common/collective trust funds are stated at estimated fair values, which have been determined based on the unit values of the funds. Unit values are determined by the bank sponsoring such funds by dividing the fund's net assets by its units outstanding at the valuation dates.

 
(4)
Investment in Certus Fund - The Certus Fund invests primarily in benefit-responsive guaranteed investment contracts, which are stated at contract value. Contract value represents contributions made under the contract, plus earnings, less Plan withdrawals and administrative expenses.

 
(5)
Investment in Dresdner Fund - The Dresdner Fund invests primarily in corporate stocks, which are stated at fair value based on the closing sales price reported on the New York Stock Exchange on the last business day of the Plan year.

 
(6)
Loans to Participants - Participant loans are valued at the outstanding loan balances.

 
e.
INVESTMENT INCOME - Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividend income is recognized on the ex-dividend date.

   
Realized gains and losses on the sale of investments are determined using the average cost method.

   
Net investment income from mutual fund holdings includes dividend income and realized and unrealized appreciation/depreciation.

 
f.
EXPENSES - The Plan's expenses are accrued as incurred and are paid by the Plan, as provided by the Plan document.

 
g.
PAYMENT OF BENEFITS - Distributions from the Plan are recorded on the valuation date when a participant’s valid withdrawal request is processed by the recordkeeper.

 
h.
TRANSFERS - Along with the Plan, Dominion also sponsors several other savings plans for employees of its subsidiaries. If participants change employment to a different covered subsidiary during the year, their account balances are transferred into the corresponding plan. For the year ended December 31, 2005, transfers from other savings plans were $5,971,204 and Plan transfers to other plans were $233,509.
 

Page 9
 
 
i.
CONCENTRATION OF INVESTMENTS - Included in the Plan’s net assets available for benefits at December 31, 2005 and 2004, are investments in Dominion common stock amounting to approximately $594 million and $521 million, respectively, whose value could be subject to change based upon market conditions and company performance.
 
3.  INVESTMENTS

 The following presents investments that represent 5% or more of the Plan’s net assets available for benefits:
 
   
December 31,
         2005       
  
December 31,
         2004       
  
           
Dominion Stock Fund *
  
$
366,020,307
  
$
324,744,503
  
Dominion Stock Fund
    
227,679,604
    
196,556,925
  
Interest in Certus Fund
   
392,992,549
    
374,782,231
  
Small Cap Value Fund
    
95,823,133
    
96,146,603
  
Mellon S&P 500 Index Daily Fund
    
153,966,047
    
151,104,264
  
               
*  Nonparticipant-directed
             

 

During 2005, the Plan's investments (including gains and losses on investments bought and sold) appreciated in value as follows:
 
Investments at Fair Value:
      
  Mutual Funds
  
$
21,696,712
  
  Dominion Stock Fund
    
73,166,122
  
         
Investments at Estimated Fair Value:
        
  Common/Collective Trust Funds
    
19,253,331
  
         
Total
  
$
114,116,165
  



Page 10

4.    NONPARTICIPANT-DIRECTED INVESTMENTS

Information about the net assets and the significant components of the changes in net assets relating to the nonparticipant-directed investments is as follows:
 
   
December 31,
         2005       
  
December 31,
         2004       
  
Net Assets:
          
           
Investments:
         
  Dominion Stock Fund
  
$
366,020,307
  
$
324,744,503
  
  Common/Collective Trusts
    
391,427
    
298,884
  
          Total Investments
    
366,411,734
    
325,043,387
  
               
Receivables
    
523,865
    
260,192
  
               
          Total Assets
    
366,935,599
    
325,303,579
  
               
Liabilities:
              
  Payables for Investments Purchased
    
460,441
    
287,776
  
  Administrative Expenses Payable
    
18,832
    
5,408
  
  Other Liabilities
    
204,600
    
--
  
          Total Liabilities
    
683,873
    
293,184
  
               
NET ASSETS AVAILABLE FOR BENEFITS
  
$
366,251,726
  
$
325,010,395
  

 
 
   
Year Ended
December 31,
         2005       
  
Changes in Net Assets:
      
  Net Appreciation in Fair Value of Investments
 
$
42,870,233
  
  Dividends
    
12,411,091
  
  Interest
   
27,012
  
  Contributions
    
24,866,121
  
  Benefits Paid to Participants
    
(12,503,421
)
  Administrative Expenses
    
(95,624
)
  Transfers to Participant-Directed Investments
    
(24,187,513
)
  Transfers of Participants’ Assets to Other Plans
   
(2,146,568
)
         
            Net Increase in Net Assets
  
$
41,241,331
  


Page 11
 
5.    PLAN TERMINATION

Although they have not expressed any intention to do so, the Participating Companies have the right under the Plan to discontinue their contributions at any time and to terminate the Plan subject to the provisions set forth in ERISA. In the event of any termination of the Plan, or upon complete or partial discontinuance of contributions, the accounts of each affected participant shall become fully vested.
 
6.  PLAN INTEREST IN MASTER TRUST
 
The Plan’s investment in the Certus Fund and the Dresdner Fund are held in a Master Trust that was established for the investment of assets for the Plan and other employees benefit plans of Dominion and its subsidiaries. Mellon Bank, N.A. holds the assets of the Master Trust.
 
Certus Fund - As of December 31, 2005 and 2004, the Plan’s interest in the net assets of the Certus Fund was approximately 62% and 60%, respectively. Investment income and administrative expenses relating to the Certus Fund are allocated to the individual plans based upon average monthly balances invested by each plan. The following tables present the value of the undivided investments (and related investment income) in the Certus Fund:
 
   
December 31,
         2005       
  
December 31,
         2004       
  
           
Guaranteed Investment Contracts (contract value)
  
$
610,630,337
  
$
583,020,568
  
Short-term Investment Fund (estimated fair value)
    
18,297,536
    
27,315,302
  
Registered Investment Companies
   
7,420,613
    
10,955,564
  
Interest Receivable
    
2,205,651
    
2,138,217
  
               
             Total
  
$
638,554,137
  
$
623,429,651
  
               
Investment income for the Certus Fund is as follows:
 
   
Year Ended
December 31,
         2005       
  
       
Registered Investment Companies
  
$
487,314
  
Net Investment Appreciation
    
487,314
 
         
Interest
    
27,680,666
 
Less: Investment Expenses
    
(1,091,198
)
         
         Total
  
$
27,076,782
  

The aggregate fair value of the benefit-responsive investment contracts and short-term investments of the Certus Fund at both December 31, 2005 and 2004, was approximately $635 million. The average yield on assets on December 31, 2005 and 2004, was estimated at 4.62% and 4.53%, respectively. The average duration of investment contracts within the Certus Fund at December 31, 2005 and 2004 was 3.06 and 2.84 years, respectively. The crediting interest rates used to determine fair value for the contracts as of December 31, 2005 ranged from 2.74% to 6.23%. The crediting rates on certain of these contracts reset periodically, based upon individual contract terms, and have interest rates of not less than 0%.
 

 
Page 12

 
 
In the event of certain Plan-initiated events, such as premature termination of the contracts by the Plan, plant closings, layoffs, Plan termination, bankruptcy, mergers, and early retirement incentives, contracts will not be eligible for book value disbursements. Such events may cause liquidation of all or a portion of a contract at a market value adjustment.
 
Dresdner Fund - As of December 31, 2005 and 2004, the Plan’s interest in the net assets of the Dresdner Fund was approximately 76% and 79%, respectively. Investment income and administrative expenses relating to the Dresdner Fund are allocated to the individual plans based upon average monthly balances invested by each plan. The following tables present the value of the undivided investments (and related investment income) in the Dresdner Fund:
 
   
December 31,
         2005       
  
December 31,
         2004       
  
           
Corporate Stocks
  
$
51,918,696
  
$
46,859,209
  
Short-term Investment Fund (estimated fair value)
    
2,119,170
   
745,744
 
Registered Investment Companies
   
8,066,395
   
2,804,805
 
Payables
    
(59,143
)
  
(58,096
)
       Total
  
$
62,045,118
  
$
50,351,662
  
 
Investment income for the Dresdner Fund is as follows:

   
Year Ended
December 31,
         2005       
  
       
Interest
  
$
58,265
  
Dividends
    
378,345
  
Net Investment Appreciation
    
4,449,398
  
         
          Total
  
$
4,886,008
  
 

7.            FEDERAL INCOME TAX STATUS

The Plan is a qualified employees' profit sharing trust and employee stock ownership plan under Sections 401(a), 401(k) and 404(k) of the IRC and, as such, is exempt from Federal income taxes under Section 501(a). Pursuant to Section 402(a) of the IRC, a participant is not taxed on the income and pretax contributions allocated to the participant's account until such time as the participant or the participant's beneficiaries receive distributions from the Plan.
 


Page 13
 
The Plan obtained its latest determination letter on December 5, 2002, in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with the applicable requirements of the IRC. The Plan has been amended since receiving the determination letter; however, Dominion believes that the Plan is currently designed and operated in compliance with the applicable requirements of the IRC. Therefore, no provision for income taxes has been included in the Plan’s financial statements.
 

 
8.  EXEMPT PARTY-IN-INTEREST TRANSACTIONS
 
Certain Plan investments are shares of Common / Collective Trusts and a Master Trust managed by Mellon Bank. Mellon Bank is the trustee as defined by the Plan and, therefore, these transactions qualify as exempt party-in-interest transactions. Fees paid by the Plan for investment management services were included as a reduction of the return earned on each fund.
 
At December 31, 2005 and 2004, the Plan held 7,690,413 and 7,695,622 shares, respectively, of common stock of Dominion, the sponsoring employer, with a cost basis of approximately $417 million and $381 million, respectively. During the year ended December 31, 2005, the Plan recorded dividend income of approximately $20 million.
 

 


Page 14
 

DOMINION SALARIED SAVINGS PLAN

SUPPLEMENTAL SCHEDULE AS OF DECEMBER 31, 2005
FORM 5500, SCHEDULE H, ITEM 4(i): SCHEDULE OF ASSETS (HELD AT END OF YEAR)
 
 
Description
  
Cost
  
Current
Value
  
           
           
Dominion Stock Fund*
  
$
416,814,750
  
$
593,699,911
  
               
Common/Collective Trusts:
              
      EB Temporary Investment Fund* 
    
2,644,210
    
2,644,210
  
      Northern Trust Global Securities - Aggressive Growth
    
27,575,012
    
29,300,239
  
      Northern Trust Global Securities - Conservative
    
9,648,299
    
9,856,543
  
      Northern Trust Global Securities - Moderate
    
61,176,333
    
63,921,000
  
      Large Cap Value Fund
    
26,157,005
    
32,120,415
  
      Wilshire 4500 Index Fund*
    
33,607,074
    
40,966,807
  
      EB Mellon Total Return Fund*
    
24,517,978
    
27,082,611
  
      Mellon S&P 500 Index Daily Fund*
    
120,803,171
    
153,966,047
  
               
     
306,129,082
    
359,857,872
  
               
Mutual Funds:
             
      Real Estate Fund
    
47,064,415
    
52,179,087
  
      Small Cap Value Fund
    
88,735,350
    
95,823,133
  
      Vanguard Explorer Fund
    
59,157,684
    
57,980,808
  
      Euro Pacific Growth Fund
   
55,269,443
    
71,211,455
  
               
     
250,226,892
    
277,194,483
  
               
Loans to Participants (range of interest rates - 6.25%-8.00%)
    
23,504,311
    
23,504,311
  
               
TOTAL
 
$
996,675,035
  
$
1,254,256,577
  
               
               
* A party-in-interest as defined by ERISA.
              


Page 15

DOMINION SALARIED SAVINGS PLAN

SUPPLEMENTAL SCHEDULE FOR THE YEAR ENDED DECEMBER 31, 2005
FORM 5500, SCHEDULE H, ITEM 4(j) - SCHEDULE OF REPORTABLE TRANSACTIONS
 
Single Transactions in Excess of Five Percent of Plan Assets

There were no reportable transactions.

Series of Transactions in Excess of Five Percent of Plan Assets



 
Shares/
Par Value
 
Security
Description
 
Number of
Transactions
 
Cost of
Purchases
 
Proceeds
From Sales
Cost of
Assets
Disposed
 
Net Gain
             
1,469,391
Dominion Stock Fund*
268
$111,254,824
$                   -
$                 -
$                 -
1,445,571
Dominion Stock Fund*
368
-
109,776,496
74,291,673
35,484,823
80,227,573
EB Temporary Investment Fund*
170
80,227,573
-
-
-
79,609,438
EB Temporary Investment Fund*
139
-
79,609,438
79,609,438
-
 
            
         
 
* A party-in-interest as defined by ERISA.




SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the Dominion Resources, Inc. Administrative Benefits Committee has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.


 
DOMINION SALARIED SAVINGS PLAN
 
(name of plan)
   
Date: June 22, 2006
                            /s/ Anne M. Grier                             
 
Anne M. Grier
Chair, Dominion Resources Services, Inc.
Administrative Benefits Committee