UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported) November 3, 2008
Virginia Electric and Power Company
(Exact Name of Registrant as Specified in Its Charter)
| Virginia | 1-2255 | 54-0418825 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
| 120 Tredegar Street Richmond, Virginia |
23219 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s Telephone Number, Including Area Code (804) 819-2000
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 8.01 | Other Events. |
On November 3, 2008, Virginia Electric and Power Company (the Company) entered into an underwriting agreement (the Underwriting Agreement) with Citigroup Global Markets Inc., Goldman, Sachs & Co. and Greenwich Capital Markets, Inc. as Representatives for the underwriters named in the Underwriting Agreement, for the sale of $700,000,000 aggregate principal amount of the Company’s 2008 Series B 8.875% Senior Notes due 2038. Such Senior Notes, which are designated the 2008 Series B 8.875% Senior Notes due 2038 are Senior Debt Securities that were registered by the Company pursuant to a registration statement on Form S-3 under Rule 415 under the Securities Act of 1933, as amended, which registration statement became effective on January 9, 2006 (File No. 333-130932). A copy of the Underwriting Agreement including exhibits thereto, is filed as Exhibit 1.1 to this Form 8-K.
The form of the Nineteenth Supplemental and Amending Indenture to the Company’s June 1, 1998 Senior Indenture, pursuant to which the 2008 Series B 8.875% Senior Notes due 2038 will be issued, is filed as Exhibit 4.2 to this Form 8-K.
| Item 9.01 | Financial Statements and Exhibits. |
| Exhibits |
||
| 1.1 |
Underwriting Agreement, dated November 3, 2008, between the Company and Citigroup Global, Goldman, Sachs & Co. and Greenwich Capital Markets, Inc. as Representatives for the underwriters named in the Underwriting Agreement.* | |
| 4.1 |
Form of Senior Indenture, dated June 1, 1998, between the Company and The Bank of New York (successor to JPMorgan Chase Bank, N.A. (formerly known as The Chase Manhattan Bank)), as Trustee (Exhibit 4 (ii), Form S-3, Registration Statement, File No. 333-47119, as filed on February 27, 1998, incorporated by reference). | |
| 4.2 |
Form of Nineteenth Supplemental and Amending Indenture to the Senior Indenture pursuant to which the 2008 Series B 8.875% Senior Notes Due 2038 will be issued. The form of the 2008 Series B 8.875% Senior Notes Due 2038 is included as Exhibit A to the form of the Nineteenth Supplemental Indenture.* | |
| 5.1 |
Opinion of McGuireWoods LLP.* | |
| * | Filed herewith. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| VIRGINIA ELECTRIC AND POWER COMPANY Registrant | ||||
| /s/ G. Scott Hetzer | ||||
| Name: | G. Scott Hetzer | |||
| Title: | Senior Vice President and Treasurer | |||
| Date: November 5, 2008 | ||||