Dominion News Releases

January 27, 2000

Dominion Resources Announces Preliminary Election Results For Its Merger With Consolidated Natural Gas

Richmond, Va. – Dominion Resources Inc. (NYSE: D) today announced preliminary shareholder election results in connection with its merger with Consolidated Natural Gas Company (NYSE: CNG). Final proration factors will be announced on January 31, 2000.

Dominion Resources Shares

All Dominion stock elections will be honored and those shareholders will receive a one-for-one exchange of shares.

Dominion shareholders who elected cash for some or all of their shares will receive cash for approximately 75 percent of the shares for which cash was elected at a rate of $43.00 per share. The remaining 25 percent will be exchanged for new Dominion stock at an exchange rate of one-for-one.

For example, a holder of 1,000 Dominion shares who elected all cash would receive $32,250 in cash and 250 shares of Dominion stock.

• 1,000 shares times 75% = 750
• 750 X $43.00 = $32,250
• 1,000 shares –750 shares exchanged for cash = 250 shares exchanged for stock

Shareholders who did not make an election, elected "no preference," or purchased Dominion stock after 5:00 p.m. on January 21, 2000 will receive a one-for-one exchange of shares.

Approximately 18 percent of total outstanding Dominion Resources shares will be exchanged for cash and 82 percent for stock.

Consolidated Natural Gas Shares

Cash elections will be honored and shareholders will receive $66.60 per CNG share.

CNG shareholders who elected stock will receive Dominion stock including cash top-up for approximately 80 percent of their shares. The remaining 20 percent will be exchanged for cash at a rate of $66.60 per share.

The issuance of stock will be based on the following:

For example, a holder of 1,000 shares of CNG who elected all stock would receive:

• 1,216 shares of Dominion (1,000 X 80% = 800 shares, 800 X 1.52 = 1,216)
• Cash top-up of $4,233.36 (800 shares for stock X $5.2917)
• Cash exchanged for CNG shares in the amount of $13,320 (1,000 X 20% = 200 X $66.60 = $13,320)

Shareholders who did not make an election, elected "no preference," or purchased CNG stock after 5:00 p.m. on January 21, 2000 will receive $66.60 in cash in exchange for each share held.

Approximately 40 percent of total outstanding CNG shares will be exchanged for cash and 60 percent will be exchanged for Dominion Resources shares and cash top-up.

Dominion Resources is an energy holding company headquartered in Richmond, Virginia. It is active in regulated and competitive electric power, natural gas and oil development and selected financial services. It has electric power and natural gas operations throughout the United States and in Canada and the United Kingdom. In February 1999, Dominion Resources and Consolidated Natural Gas agreed to merge. Headquartered in Pittsburgh, CNG is one of the nation’s largest producers, transporters, distributors and retail marketers of natural gas. CNG explores for and produces oil and natural gas in the United States and Canada; its natural gas transmission and distribution operations serve customers in Ohio, Pennsylvania, Virginia, West Virginia, New York and other states in the Northeast and Mid-Atlantic regions. The merger of Dominion Resources and CNG will create the nation’s largest fully integrated gas and electric utility, serving nearly 4 million customers. The merger is scheduled to close on January 28, 2000. Immediately following the merger closing, outstanding shares of Dominion Resources stock will total approximately 238 million. Dominion shares will continue to trade on the New York Stock Exchange under the current trading symbol, D. The CUSIP for new Dominion Resources common stock will be 25746U109.

 ###

Media Contacts:
Mark G. Lazenby, (804) 819-2042
Hunter Applewhite,  (804) 819-2043

Analyst Contacts:
Thomas P. Wohlfarth, (804) 819-2150
Suzette M. S. Mata, (804) 819-2154
Joseph G. O'Hare (804) 819-2156