Pricing Supplement Dated January 14, 2002 Rule 424(b)(3) (To Prospectus dated March 2, 2001 and File No. 333-55904 Prospectus Supplement dated May 25, 2001) CUSIP: 25746KAB7 DOMINION RESOURCES, INC. Medium-Term Notes, Series A - Fixed Rate ----------------------------------------------------------------------------------------------------------------------------- Principal Amount: $ 250,000,000 Interest Rate: 3.875 % Original Issue Discount: $ 540,000 Original Issue Date: January 22, 2002 Net Proceeds to Issuer: $ 249,460,000 Stated Maturity Date: January 15, 2004 ------------------------------------------------------------------------------------------------------------------------------ Interest Payment Dates: Each January 15 and July 15, beginning July 15, 2002 Redemption: [X] The Notes cannot be redeemed prior to the Stated Maturity Date. [_] The Notes may be redeemed prior to Stated Maturity Date. Redemption Date(s): N/A Initial Redemption Percentage: N/A Annual Redemption Percentage Reduction: N/A (% until Redemption Percentage is 100% of the Principal Amount) Repayment: [X] The Notes cannot be repaid prior to the Stated Maturity Date. [_] The Notes can be repaid prior to the Stated Maturity Date at the option of the holder of the Notes. Optional Repayment Date(s): N/A Repayment Price: N/A Denomination: [X] $1,000 [_] $ 25 [_] Other _____ Currency: Specified Currency: U.S. dollars (If other than U.S. dollars, see attached) Minimum Denominations: ___________________ (Applicable only if Specified Currency is other than U.S. dollars) Form: [X] Book Entry {_] Certificated Agent: [_] Merrill Lynch & Co. [_] Banc of America Securities LLC [_] Credit Suisse First Boston [_] JP Morgan [_] Lehman Brothers [X] Morgan Stanley Dean Witter Agent acting in the capacity indicated: [_] Agent [X] Principal If as Agent: The Notes are being offered at a fixed initial public offering price of 100% of principal amount. If as Principal: The Notes are being offered at varying prices related to prevailing market prices at the time of resale. Other Provisions: N/A