8-K/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K/A

(Amendment No. 1)

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported) September 29, 2015

Dominion Midstream Partners, LP

(Exact Name of Registrant as Specified in Its Charter)

Delaware	001-36684	46-5135781
(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))

EXPLANATORY NOTE

This amended Form 8-K is being filed to include Exhibit 101 with respect to the Form 8-K filed by Dominion Midstream Partners, LP on September 29, 2015.

Item 9.01 Financial Statements and Exhibits.

101 The following financial statements from Dominion Midstream’s Current Report on Form 8-K for the quarter ended March 31, 2015, filed on September 29, 2015, formatted in XBRL: (i) Consolidated Statements of Income, (ii) Consolidated Balance Sheets, (iii) Consolidated Statements of Equity and Partners’ Capital, (iv) Consolidated Statements of Cash Flows, and (v) the Notes to Consolidated Financial Statements.*

* 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.

DOMINION MIDSTREAM PARTNERS, LP

By: Dominion Midstream GP, LLC, its general partner

/s/ Mark O. Webb
Name:	Mark O. Webb
Title:	Vice President and General Counsel

Date: September 30, 2015

XML

Goodwill and Intangible Assets (Narrative) (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Finite-Lived Intangible Assets [Line Items]
Amortization of Intangible Assets	$ 0.3
DCG | Computer Software, Intangible Asset
Finite-Lived Intangible Assets [Line Items]
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life	5 years
Predecessor
Finite-Lived Intangible Assets [Line Items]
Amortization of Intangible Assets		$ 0.2

XML

Income Taxes (Details)		3 Months Ended
		Mar. 31, 2015	Mar. 31, 2014
Income Taxes [Line Items]
U.S. statutory rate		35.00%
Partnership income not subject to income taxes	[1]	(30.80%)
Increases resulting from:
State taxes, net of federal benefit	[2]	0.40%
Effective tax rate		4.60%
Predecessor
Income Taxes [Line Items]
U.S. statutory rate			35.00%
Partnership income not subject to income taxes	[1]		0.00%
Increases resulting from:
State taxes, net of federal benefit	[2]		3.20%
Effective tax rate			38.20%

[1] Reflects the pass-through entity status of Dominion Midstream, including the operations of DCG subsequent to the DCG Acquisition, and Cove Point.

[2] 2015 amounts are attributable to the operations of DCG prior to the DCG Acquisition, and 2014 amounts are attributable to Cove Point.

XML

Credit Risk (Details) $ in Millions	3 Months Ended
	Mar. 31, 2015 USD ($) customer	Mar. 31, 2014 customer
Customer Concentration Risk | Sales Revenue, Net
Concentration Risk [Line Items]
Number of customers	70
Customer Concentration Risk | Sales Revenue, Net | Two Largest Customers
Concentration Risk [Line Items]
Number of customers	2
Percentage of total transportation and storage revenues	70.00%
Customer Concentration Risk | Sales Revenue, Net | Largest Customer
Concentration Risk [Line Items]
Percentage of total transportation and storage revenues	59.00%
Credit Concentration Risk | Accounts Receivable
Concentration Risk [Line Items]
Provision for credit losses (less than $1.0 million) | $	$ 0.1
Predecessor | Customer Concentration Risk | Sales Revenue, Net | Largest Customer
Concentration Risk [Line Items]
Percentage of total transportation and storage revenues		73.00%
Predecessor | Customer Concentration Risk | Sales Revenue, Net | Three Largest Customers
Concentration Risk [Line Items]
Number of customers		3
Percentage of total transportation and storage revenues		94.00%

XML

Acquisition (Narrative) (Details) - Subsequent Event - DCG - Affiliates $ / shares in Units, $ in Millions	Apr. 01, 2015 USD ($) $ / shares shares
Partnership Interest
Business Acquisition [Line Items]
Number of common units issued | shares	5,112,139
Dominion
Business Acquisition [Line Items]
Total consideration	$ 500.8
Net investment in DCGT at historical cost	$ 501.6
Dominion | Partnership Interest
Business Acquisition [Line Items]
Number of common units issued | shares	5,112,139
Value of common units issued	$ 200.0
Number of trading days	10 days
Price per unit | $ / shares	$ 39.12
Dominion | Senior Unsecured Promissory Note Payable | Notes Payable
Business Acquisition [Line Items]
Term of senior unsecured promissory note payable	2 years
Senior unsecured promissory note payable	$ 300.8
Annual interest rate (percentage)	0.60%

XML

Property, Plant and Equipment (Tables)

3 Months Ended

Mar. 31, 2015

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

Major classes of property, plant and equipment and their respective balances for Dominion Midstream are as follows:

	March 31, 2015		December 31, 2014
(millions)
Storage	$	874.2	$	882.0
Transmission	664.2		323.9
Plant under construction	1,273.0		972.3
General and other	36.1		24.9
Total property, plant and equipment	$	2,847.5	$	2,203.1

Depreciation rates on utility property, plant and equipment are as follows:

	Three Months Ended March 31,
	2015	2014
(percent)
Storage	2.38	2.38
Transmission	2.28	2.82
General and other	7.60	2.49

XML

Regulatory Assets and Liabilities (Regulatory Liabilities) (Details) - USD ($) $ in Millions		Mar. 31, 2015	Dec. 31, 2014
Regulatory Liabilities [Line Items]
Regulatory liabilities-current		$ 3.6	$ 3.6
Regulatory liabilities-non-current		71.8	33.5
Total regulatory liabilities		75.4	37.1
Overrecovered gas costs
Regulatory Liabilities [Line Items]
Regulatory liabilities-current	[1]	0.0	0.5
LNG cargo obligations
Regulatory Liabilities [Line Items]
Regulatory liabilities-current	[2]	0.0	3.0
Customer bankruptcy settlement
Regulatory Liabilities [Line Items]
Regulatory liabilities-current	[3]	2.9	0.0
Regulatory liabilities-non-current	[3]	22.6	0.0
Other
Regulatory Liabilities [Line Items]
Regulatory liabilities-current		0.7	0.1
Regulatory liabilities-non-current		1.1	0.5
Provision for future cost of removal
Regulatory Liabilities [Line Items]
Regulatory liabilities-non-current	[4]	$ 48.1	$ 33.0

[1] Reflects unrecovered/overrecovered gas costs, which are subject to annual filings with the FERC.

[2] Reflects obligations to the Import Shippers for LNG cargo received. See Note 9 to the Consolidated Financial Statements in Dominion Midstream's Annual Report on Form 10-K for the year ended December 31, 2014 for further information.

[3] Represents the balance of proceeds from the monetization of a bankruptcy claim acquired as part of the DCG Acquisition, which is being amortized into operating revenue through February 2024.

[4] Rates charged to customers include a provision for the cost of future activities to remove assets that are expected to be incurred at the time of retirement.

XML

Property, Plant and Equipment (Schedule of Depreciation Rates on Utility Property Plant and Equipment) (Details)	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Storage
Property, Plant and Equipment [Line Items]
Depreciation rates (percentage)	2.38%
Transmission
Property, Plant and Equipment [Line Items]
Depreciation rates (percentage)	2.28%
General and other
Property, Plant and Equipment [Line Items]
Depreciation rates (percentage)	7.60%
Predecessor | Storage
Property, Plant and Equipment [Line Items]
Depreciation rates (percentage)		2.38%
Predecessor | Transmission
Property, Plant and Equipment [Line Items]
Depreciation rates (percentage)		2.82%
Predecessor | General and other
Property, Plant and Equipment [Line Items]
Depreciation rates (percentage)		2.49%

XML

Related Party Transactions (Details) - USD ($)				1 Months Ended		3 Months Ended		10 Months Ended
		Apr. 01, 2015	Oct. 20, 2014	Apr. 30, 2015	Feb. 28, 2015	Mar. 31, 2015	Mar. 31, 2014	Oct. 19, 2014	Dec. 31, 2014	Dec. 31, 2013
Related Party Transaction [Line Items]
Imbalances payable to affiliates	[1]					$ 5,900,000			$ 2,700,000
Affiliates
Related Party Transaction [Line Items]
Sales of natural gas transportation services to affiliates						700,000
Capital expenditures						2,400,000
Imbalances payable to affiliates						5,800,000			2,500,000
Affiliates | Pension and Other Postretirement Benefit Liabilities
Related Party Transaction [Line Items]
Amounts due to Dominion associated with benefit plans						4,600,000			$ 4,400,000
Affiliates | Predecessor
Related Party Transaction [Line Items]
Sales of natural gas transportation services to affiliates							$ 800,000
Capital expenditures							2,000,000
Affiliates | Predecessor | Payables to Affiliates
Related Party Transaction [Line Items]
Advance from affiliate										$ 20,000,000
Affiliates | Dominion | DCG | Partnership Interest | Subsequent Event
Related Party Transaction [Line Items]
Equity contribution from Dominion		$ 1,000,000
Affiliates | Purchased gas from affiliates
Related Party Transaction [Line Items]
Purchased gas from affiliates						200,000
Affiliates | Purchased gas from affiliates | Predecessor
Related Party Transaction [Line Items]
Purchased gas from affiliates							200,000
Affiliates | Services provided by DRS
Related Party Transaction [Line Items]
Goods and services provided by affiliates	[2],[3]					5,500,000
Affiliates | Services provided by DRS | Predecessor
Related Party Transaction [Line Items]
Goods and services provided by affiliates	[2],[3]						3,300,000
Affiliates | Goods and services provided by affiliates to Cove Point
Related Party Transaction [Line Items]
Goods and services provided by affiliates	[3]					$ 1,700,000
Affiliates | Goods and services provided by affiliates to Cove Point | Predecessor
Related Party Transaction [Line Items]
Goods and services provided by affiliates	[3]						$ 700,000
Affiliates | Credit Facility with Dominion | IPO | Line of Credit
Related Party Transaction [Line Items]
Borrowing capacity			$ 300,000,000
Affiliates | Tax Sharing Agreement | Equity contribution from Dominion related to income taxes
Related Party Transaction [Line Items]
Equity contribution from Dominion			$ 147,900,000
Affiliates | Tax Sharing Agreement | Predecessor | Equity contribution from Dominion related to income taxes
Related Party Transaction [Line Items]
Equity contribution from Dominion								$ 1,200,000
Affiliates | Tax Sharing Agreement | DCG | Equity contribution from Dominion related to income taxes | Subsequent Event
Related Party Transaction [Line Items]
Settlement of income taxes payable and net deferred income taxes through an equity transaction with Dominion		$ 13,400,000
Affiliates | Capital Expenditures related to Liquefaction Project | Subsequent Event
Related Party Transaction [Line Items]
Contributions from Dominion				$ 205,200,000
Affiliates | Contribution to Fund Operations | DCG | Predecessor
Related Party Transaction [Line Items]
Contributions from Dominion					$ 1,300,000

[1] See Note 13 for amounts attributable to related parties.

[2] Dominion Midstream determined that neither it nor any of its consolidated entities is the most closely associated entity with DRS, an affiliated variable interest entity, and therefore none is the primary beneficiary. DRS provides accounting, legal, finance and certain administrative and technical services to all Dominion subsidiaries, including Dominion Midstream. Neither Dominion Midstream nor any of its consolidated subsidiaries has an obligation to absorb more than its allocated share of DRS costs. Dominion Midstream determined that neither it nor any of its consolidated entities is the most closely associated entity with Dominion Payroll, an affiliated variable interest entity, and therefore none is the primary beneficiary. Dominion Payroll provides human resources and operations services to certain Dominion subsidiaries, including Dominion Midstream. Neither Dominion Midstream nor any of its consolidated entities has an obligation to absorb more than its allocated share of Dominion Payroll costs.

[3] Includes $2.4 million and $2.0 million of capitalized expenditures for each of the three months in 2015 and 2014, respectively.

XML

Significant Accounting Policies

3 Months Ended

Mar. 31, 2015

Accounting Policies [Abstract]

Significant Accounting Policies

Significant Accounting Policies

As permitted by the rules and regulations of the SEC, Dominion Midstream's accompanying unaudited Consolidated Financial Statements exclude certain footnote disclosures normally included in annual audited consolidated financial statements prepared in accordance with GAAP. These unaudited Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and Notes in Dominion Midstream’s Annual Report on Form 10-K for the year ended December 31, 2014.

In the opinion of management, the accompanying unaudited Consolidated Financial Statements contain all adjustments necessary to present fairly Dominion Midstream's financial position as of March 31, 2015, and its results of operations, cash flows and changes in equity for the three months ended March 31, 2015 and 2014. Such adjustments are normal and recurring in nature unless otherwise noted.

Dominion Midstream makes certain estimates and assumptions in preparing its Consolidated Financial Statements in accordance with GAAP. These estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses for the periods presented. Actual results may differ from those estimates.

The results of operations for interim periods are not necessarily indicative of the results expected for the full year. Information for quarterly periods is affected by seasonal variations in sales, rate changes, purchased gas expenses and other factors.

Asset Retirement Obligations

Dominion Midstream recognizes AROs at fair value as incurred or when sufficient information becomes available to determine a reasonable estimate of the fair value of future retirement activities to be performed. These amounts are generally capitalized as costs of the related tangible long-lived assets. Since relevant market information is not available, fair value is estimated using discounted cash flow analyses. At least annually, Dominion Midstream evaluates the key assumptions underlying its AROs including estimates of the amounts and timing of future cash flows associated with retirement activities. AROs are adjusted when significant changes in these assumptions are identified. Dominion Midstream reports accretion of AROs and depreciation on asset retirement costs associated with its natural gas pipeline assets as an adjustment to the related regulatory liabilities when revenue is recoverable from customers for AROs.

XML

Regulatory Matters (Narrative) (Details) - FERC - USD ($) $ in Millions	1 Months Ended	3 Months Ended
	Apr. 30, 2014	Jun. 30, 2013
Edgemoor Project
Public Utilities, General Disclosures [Line Items]
Amount of Project		$ 35
Columbia to Eastover Project
Public Utilities, General Disclosures [Line Items]
Amount of Project	$ 35

XML

Related Party Transactions (Tables)

3 Months Ended

Mar. 31, 2015

Related Party Transactions [Abstract]

Schedule of Related Party Transactions

The imbalances with affiliates are provided below:

	March 31, 2015		December 31, 2014
(millions)
Imbalances payable to affiliates	$	5.8	$	2.5

Affiliated transactions are presented below:

	Three Months Ended March 31,
	2015		2014
(millions)
Sales of natural gas transportation services to affiliates	$	0.7	$	0.8
Purchased gas from affiliates	0.2		0.2
Services provided by DRS and Dominion Payroll(1)(2)	5.5		3.3
Goods and services provided by affiliates to Dominion Midstream(1)	1.7		0.7

(1) Includes $2.4 million and $2.0 million of capitalized expenditures for each of the three months in 2015 and 2014, respectively.

(2) Dominion Midstream determined that neither it nor any of its consolidated entities is the most closely associated entity with DRS, an affiliated variable interest entity, and therefore none is the primary beneficiary. DRS provides accounting, legal, finance and certain administrative and technical services to all Dominion subsidiaries, including Dominion Midstream. Neither Dominion Midstream nor any of its consolidated subsidiaries has an obligation to absorb more than its allocated share of DRS costs. Dominion Midstream determined that neither it nor any of its consolidated entities is the most closely associated entity with Dominion Payroll, an affiliated variable interest entity, and therefore none is the primary beneficiary. Dominion Payroll provides human resources and operations services to certain Dominion subsidiaries, including Dominion Midstream. Neither Dominion Midstream nor any of its consolidated entities has an obligation to absorb more than its allocated share of Dominion Payroll costs.

XML

Asset Retirement Obligations (Tables)

3 Months Ended

Mar. 31, 2015

Asset Retirement Obligation Disclosure [Abstract]

Schedule of Change in Asset Retirement Obligation

The changes to AROs during 2014 and 2015 are as follows:

	Three Months Ended			Year Ended
	March 31, 2015			December 31, 2014
(millions)
Beginning balance(1)	$	0.4		$	0.4
DCG Acquisition	12.6			—
Obligations settled during the period	(0.2		)	—
Accretion	0.1			—
Ending balance(1)	$	12.9		$	0.4

(1) Includes $0.1 million and $0.3 million reported in other current liabilities at December 31, 2014, and March 31, 2015, respectively.

XML

Asset Retirement Obligations (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Mar. 31, 2015	Dec. 31, 2014
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward]
Beginning balance	$ 0.4
DCG Acquisition	12.6	$ 0.0
Obligations settled during the period	(0.2)	0.0
Accretion	0.1	0.0
Ending balance	12.9	0.4
Other Current Liabilities
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward]
Amounts reported in other current liabilities	$ 0.3	0.1
Predecessor
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward]
Beginning balance		$ 0.4

XML

Income Taxes (Tables)

3 Months Ended

Mar. 31, 2015

Income Tax Disclosure [Abstract]

Schedule of Effective Income Tax Rate Reconciliation

For the three months ended March 31, 2015 and 2014, the statutory U.S. federal income tax rate reconciles to the effective income tax rate as follows:

Three Months Ended March 31,	2015		2014
U.S. statutory rate	35.0	%	35.0	%
Partnership income not subject to income taxes(1)	(30.8	)	—
Increases resulting from:
State taxes, net of federal benefit(2)	0.4		3.2
Effective tax rate	4.6	%	38.2	%

(1) Reflects the pass-through entity status of Dominion Midstream, including the operations of DCG subsequent to the DCG Acquisition, and Cove Point.

(2) 2015 amounts are attributable to the operations of DCG prior to the DCG Acquisition, and 2014 amounts are attributable to Cove Point.

XML

Operating Segment (Tables)

3 Months Ended

Mar. 31, 2015

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment

The following table presents segment information pertaining to Dominion Midstream's operations:

	Dominion Energy		Corporate and Other			Total
(millions)
Three Months Ended March 31, 2015
Operating revenue	$	78.4	$	—		$	78.4
Net income including noncontrolling interest and DCG Predecessor	43.8		(1.0		)	42.8
Net income including noncontrolling interest	40.5		—			40.5
Net income attributable to partners	11.8		—			11.8
Three Months Ended March 31, 2014
Operating revenue	$	68.9	$	—		$	68.9
Net income including noncontrolling interest and DCG Predecessor	24.6		—			24.6

XML

Acquisition

3 Months Ended

Mar. 31, 2015

Business Combinations [Abstract]

Acquisition

Acquisition

DCG

On April 1, 2015, Dominion Midstream entered into a Purchase, Sale and Contribution Agreement with Dominion pursuant to which Dominion Midstream purchased from Dominion all of the issued and outstanding membership interests of DCG in exchange for total consideration of approximately $500.8 million, as adjusted for working capital. Total consideration to Dominion consisted of the issuance of a two-year $300.8 million senior unsecured promissory note, as adjusted for working capital, payable to Dominion at an annual interest rate of 0.6%, and 5,112,139 unregistered common units, valued at $200.0 million, representing limited partner interests in Dominion Midstream, to Dominion. Interest on the note is payable quarterly, and all principal and accrued interest is due and payable at maturity on April 1, 2017, which under certain conditions can be extended at the option of Dominion Midstream to October 1, 2017. The number of units was based on the volume-weighted average trading price of Dominion Midstream's common units for the 10 trading days prior to April 1, 2015, or $39.12 per unit. The DCG Acquisition supports the expansion of Dominion Midstream's portfolio of natural gas terminaling, processing, storage, transportation and related assets.

The contribution of DCG by Dominion to Dominion Midstream is considered to be a reorganization of entities under common control. Accordingly, Dominion Midstream's net investment in DCG will be recorded at Dominion's historical cost of $501.6 million as of April 1, 2015. Common control began on January 31, 2015, concurrent with Dominion's acquisition of DCG from SCANA, which was accounted for using the acquisition method of accounting. Accordingly, the Consolidated Financial Statements of Dominion Midstream reflect DCG's financial results beginning January 31, 2015. The assets and liabilities of DCG are included in the Consolidated Balance Sheet at March 31, 2015.

In connection with the DCG Acquisition, Dominion Midstream entered into a registration rights agreement with Dominion pursuant to which Dominion Midstream must register the 5,112,139 common units issued to Dominion at its request, subject to certain terms and conditions. Additionally, at the time of Dominion's acquisition of DCG, DCG entered into services agreements and an intercompany tax sharing agreement with Dominion as described in Note 13.

XML

Description of Business and Basis of Presentation (Details)	Apr. 01, 2015 mi	Oct. 20, 2014 shares
Subsequent Event | DCG | Affiliates | Dominion
Subsidiary, Sale of Stock [Line Items]
Length of FERC regulated interstate natural gas pipeline (nearly 1,500 miles) | mi	1,500
Common Units | IPO
Subsidiary, Sale of Stock [Line Items]
Number of units issued		20,125,000
Common Units | Over-Allotment Option
Subsidiary, Sale of Stock [Line Items]
Number of units issued		2,625,000

XML

Goodwill and Intangible Assets (Schedule of Components of Intangible Assets) (Details) - USD ($) $ in Millions	Mar. 31, 2015	Dec. 31, 2014
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 41.2	$ 17.5
Accumulated Amortization	25.3	5.4
Software and other
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	30.2	6.5
Accumulated Amortization	22.1	2.4
Licenses
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	11.0	11.0
Accumulated Amortization	$ 3.2	$ 3.0

XML

Consolidated Statements of Income - USD ($) $ in Millions		3 Months Ended
		Mar. 31, 2015	Mar. 31, 2014
Operating revenue	[1]	$ 78.4
Operating Expenses
Purchased gas	[1]	3.9
Other operations and maintenance:
Affiliated suppliers		4.8
Other		8.5
Depreciation and amortization		10.6
Other taxes		5.9
Total operating expenses		33.7
Income from operations		44.7
Other income		0.2
Income from operations including noncontrolling interest before income taxes		44.9
Income tax expense		2.1
Net Income including noncontrolling interest and DCG Predecessor		42.8
Less: Net income attributable to DCG Predecessor		2.3
Net income including noncontrolling interest		40.5
Less: Net income attributable to noncontrolling interest		28.7
Net income attributable to partners		11.8
Common Units
Other operations and maintenance:
Net income attributable to partners		5.9
Net income attributable to partners' ownership interest
Net income attributable to partners' ownership interest		$ 5.9
Net income per limited partner unit (basic and diluted)
Net income per limited partner unit (basic and diluted)		$ 0.19
Subordinated Units
Other operations and maintenance:
Net income attributable to partners		$ 5.9
Net income attributable to partners' ownership interest
Net income attributable to partners' ownership interest		$ 5.9
Net income per limited partner unit (basic and diluted)
Net income per limited partner unit (basic and diluted)		$ 0.19
Predecessor
Operating revenue	[1]		$ 68.9
Operating Expenses
Purchased gas	[1]		5.3
Other operations and maintenance:
Affiliated suppliers			2.0
Other			8.4
Depreciation and amortization			7.8
Other taxes			5.6
Total operating expenses			29.1
Income from operations			39.8
Other income			0.0
Income from operations including noncontrolling interest before income taxes			39.8
Income tax expense			15.2
Net Income including noncontrolling interest and DCG Predecessor			$ 24.6

[1] See Note 13 for amounts attributable to related parties.

XML

Commitments and Contingencies (Details)	3 Months Ended
	Mar. 31, 2015 USD ($)
Other Commitments [Line Items]
Operating lease arrangements term	1 year
Other Operations and Maintenance Expense
Other Commitments [Line Items]
Rental expense	$ 700,000
Surety Bond
Other Commitments [Line Items]
Total amount of commitment	10,800,000
Annual Contributions to Cove Point Natural Heritage Trust
Other Commitments [Line Items]
Total amount of commitment	300,000
Annual Contributions to Cove Point Natural Heritage Trust | Minimum
Other Commitments [Line Items]
Total amount of commitment	$ 0

XML

Consolidated Statements of Cash Flows - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Operating Activities
Net income including noncontrolling interest and DCG Predecessor	$ 42.8
Adjustments to reconcile net income including noncontrolling interest and DCG Predecessor to net cash provided by operating activities:
Depreciation and amortization	10.6
Deferred income taxes	1.5
Other adjustments to income, net	1.0
Changes in:
Customer and other receivables	(2.4)
Affiliated receivables	0.0
Prepayments	3.2
Accounts payable	(0.5)
Payables to affiliates	1.3
Accrued payroll and taxes	0.8
Other operating assets and liabilities	(1.6)
Net cash provided by operating activities	56.7
Investing Activities
Plant construction and other property additions	(176.1)
Other	(0.3)
Net cash used in investing activities	(176.4)
Financing Activities
Contributions from Dominion	1.3
Other	(0.1)
Net cash provided by (used in) financing activities	(7.7)
Decrease in cash and cash equivalents	(127.4)
Cash and cash equivalents at beginning of period	175.4
Cash and cash equivalents at end of period	48.0
Supplemental Cash Flow Information
Cash received during the period for income taxes	0.0
Significant noncash investing and financing activities:
Accrued capital expenditures	111.3
Predecessor investment in DCG
Significant noncash investing and financing activities:
Equity contribution from Dominion to relieve payables to affiliates	497.0
Equity contribution from Dominion to relieve payables to affiliates
Significant noncash investing and financing activities:
Equity contribution from Dominion to relieve payables to affiliates	1.0
Common Units
Financing Activities
Distributions to unitholders	(2.8)
Dominion | Common Units
Financing Activities
Distributions to unitholders	(1.7)
Dominion | Subordinated Units
Financing Activities
Distributions to unitholders	$ (4.4)
Predecessor
Operating Activities
Net income including noncontrolling interest and DCG Predecessor		$ 24.6
Adjustments to reconcile net income including noncontrolling interest and DCG Predecessor to net cash provided by operating activities:
Depreciation and amortization		7.8
Deferred income taxes		5.1
Other adjustments to income, net		0.0
Changes in:
Customer and other receivables		0.0
Affiliated receivables		(0.8)
Prepayments		2.9
Accounts payable		(0.7)
Payables to affiliates		2.5
Accrued payroll and taxes		10.9
Other operating assets and liabilities		(3.3)
Net cash provided by operating activities		49.0
Investing Activities
Plant construction and other property additions		(76.2)
Other		(0.1)
Net cash used in investing activities		(76.3)
Financing Activities
Contributions from Dominion		$ 16.1
Other
Net cash provided by (used in) financing activities		$ 16.1
Decrease in cash and cash equivalents		(11.2)
Cash and cash equivalents at beginning of period		11.2
Cash and cash equivalents at end of period		0.0
Supplemental Cash Flow Information
Cash received during the period for income taxes		0.5
Significant noncash investing and financing activities:
Accrued capital expenditures		5.5
Predecessor | Predecessor investment in DCG
Significant noncash investing and financing activities:
Equity contribution from Dominion to relieve payables to affiliates		0.0
Predecessor | Equity contribution from Dominion to relieve payables to affiliates
Significant noncash investing and financing activities:
Equity contribution from Dominion to relieve payables to affiliates		20.0
Predecessor | Common Units
Financing Activities
Distributions to unitholders		0.0
Predecessor | Dominion | Common Units
Financing Activities
Distributions to unitholders		0.0
Predecessor | Dominion | Subordinated Units
Financing Activities
Distributions to unitholders		$ 0.0

XML

Operating Revenue (Details) - USD ($) $ in Millions		3 Months Ended
		Mar. 31, 2015	Mar. 31, 2014
Public Utilities, General Disclosures [Line Items]
Gas transportation and storage		$ 74.7
Other		3.7
Total operating revenue	[1]	$ 78.4
Predecessor
Public Utilities, General Disclosures [Line Items]
Gas transportation and storage			$ 65.6
Other			3.3
Total operating revenue	[1]		$ 68.9

[1] See Note 13 for amounts attributable to related parties.

XML

Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2015

Accounting Policies [Abstract]

Basis of Presentation

The contribution by Dominion to Dominion Midstream of the general partner interest in Cove Point and a portion of the Preferred Equity Interest is considered to be a reorganization of entities under common control. As a result, Dominion Midstream’s basis is equal to Dominion’s cost basis in the general partner interest in Cove Point and a portion of the Preferred Equity Interest. Dominion Midstream owns the general partner interest and controls Cove Point and therefore consolidates Cove Point. As such, Dominion Midstream’s investment in the Preferred Equity Interest and Cove Point's preferred equity interest are eliminated in consolidation. Dominion's retained common equity interest in Cove Point is reflected as noncontrolling interest.

Basis of Accounting

As permitted by the rules and regulations of the SEC, Dominion Midstream's accompanying unaudited Consolidated Financial Statements exclude certain footnote disclosures normally included in annual audited consolidated financial statements prepared in accordance with GAAP. These unaudited Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and Notes in Dominion Midstream’s Annual Report on Form 10-K for the year ended December 31, 2014.

Estimates

Dominion Midstream makes certain estimates and assumptions in preparing its Consolidated Financial Statements in accordance with GAAP. These estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses for the periods presented. Actual results may differ from those estimates.

Asset Retirement Obligations

Asset Retirement Obligations

Dominion Midstream recognizes AROs at fair value as incurred or when sufficient information becomes available to determine a reasonable estimate of the fair value of future retirement activities to be performed. These amounts are generally capitalized as costs of the related tangible long-lived assets. Since relevant market information is not available, fair value is estimated using discounted cash flow analyses. At least annually, Dominion Midstream evaluates the key assumptions underlying its AROs including estimates of the amounts and timing of future cash flows associated with retirement activities. AROs are adjusted when significant changes in these assumptions are identified. Dominion Midstream reports accretion of AROs and depreciation on asset retirement costs associated with its natural gas pipeline assets as an adjustment to the related regulatory liabilities when revenue is recoverable from customers for AROs.

XML

Property, Plant and Equipment (Schedule of Property Plant and Equipment) (Details) - USD ($)	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014
Property, Plant and Equipment [Line Items]
Property, plant and equipment	$ 2,847,500,000		$ 2,203,100,000
Capitalized interest costs and AFUDC	200,000
Storage
Property, Plant and Equipment [Line Items]
Property, plant and equipment	874,200,000		882,000,000
Transmission
Property, Plant and Equipment [Line Items]
Property, plant and equipment	664,200,000		323,900,000
Plant under construction
Property, Plant and Equipment [Line Items]
Property, plant and equipment	1,273,000,000		972,300,000
General and other
Property, Plant and Equipment [Line Items]
Property, plant and equipment	$ 36,100,000		$ 24,900,000
Predecessor
Property, Plant and Equipment [Line Items]
Capitalized interest costs and AFUDC		$ 0

XML

Operating Revenue (Tables)

3 Months Ended

Mar. 31, 2015

Revenue Recognition [Abstract]

Operating Revenue

Dominion Midstream's operating revenue consists of the following:

	Three Months Ended March 31,
	2015		2014
(millions)
Gas transportation and storage	$	74.7	$	65.6
Other	3.7		3.3
Total operating revenue	$	78.4	$	68.9

XML

Description of Business and Basis of Presentation

3 Months Ended

Mar. 31, 2015

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Description of Business and Basis of Presentation

Description of Business and Basis of Presentation

Description of Business

Dominion Midstream is a Delaware limited partnership formed on March 11, 2014 by Dominion MLP Holding Company, LLC and Dominion Midstream GP, LLC, both indirect wholly-owned subsidiaries of Dominion, to grow a portfolio of natural gas terminaling, processing, storage, transportation and related assets. On October 20, 2014, Dominion Midstream completed the Offering of 20,125,000 common units (including 2,625,000 common units issued pursuant to the exercise of the underwriters' over-allotment option) representing limited partner interests. A registration statement on Form S-1, as amended through the time of its effectiveness, was filed by Dominion Midstream with the SEC and was declared effective on October 10, 2014.

Dominion Midstream acquired from Dominion the Preferred Equity Interest and non-economic general partner interest in Cove Point, the owner and operator of the Cove Point LNG Facility and the Cove Point Pipeline. The Preferred Equity Interest is a perpetual, non-convertible preferred equity interest entitled to Preferred Return Distributions so long as Cove Point has sufficient cash and undistributed Net Operating Income (determined on a cumulative basis from the closing of the Offering) from which to make Preferred Return Distributions. Preferred Return Distributions are made on a quarterly basis and are not cumulative. The Preferred Equity Interest is also entitled to the Additional Return Distributions.

On April 1, 2015, Dominion Midstream acquired from Dominion all issued and outstanding membership interests in DCG as described further in Note 2. DCG owns and operates nearly 1,500 miles of FERC-regulated open access, transportation-only interstate natural gas pipeline in South Carolina and southeastern Georgia.

Basis of Presentation

The contribution by Dominion to Dominion Midstream of the general partner interest in Cove Point and a portion of the Preferred Equity Interest is considered to be a reorganization of entities under common control. As a result, Dominion Midstream’s basis is equal to Dominion’s cost basis in the general partner interest in Cove Point and a portion of the Preferred Equity Interest. Dominion Midstream owns the general partner interest and controls Cove Point and therefore consolidates Cove Point. As such, Dominion Midstream’s investment in the Preferred Equity Interest and Cove Point's preferred equity interest are eliminated in consolidation. Dominion's retained common equity interest in Cove Point is reflected as noncontrolling interest.

The DCG Acquisition is considered to be a reorganization of entities under common control. As a result, Dominion Midstream's basis in DCG is equal to Dominion's cost basis in the assets and liabilities of DCG. On April 1, 2015, DCG became a wholly-owned subsidiary of Dominion Midstream and is therefore consolidated by Dominion Midstream. The accompanying financial statements and related notes have been retrospectively adjusted to include the historical results and financial position of DCG beginning January 31, 2015, the inception date of common control.

For the period prior to the closing of the Offering on October 20, 2014, the financial statements included in this Quarterly Report on Form 10-Q were derived from the financial statements and accounting records of Cove Point as our predecessor for accounting purposes. The financial statements were prepared using Dominion's historical basis in the assets and liabilities of Cove Point and include all revenues, costs, assets and liabilities attributed to Cove Point. For the period subsequent to the closing of the Offering, the Consolidated Financial Statements represent the consolidated results of operations, financial position and cash flows of Dominion Midstream.

The financial statements for all periods presented include costs for certain general, administrative and corporate expenses assigned by DRS or Dominion Payroll to Dominion Midstream and Cove Point on the basis of direct and allocated methods in accordance with Dominion Midstream's services agreements with DRS and Dominion Payroll and Cove Point's services agreement with DRS. Where costs incurred cannot be determined by specific identification, the costs are allocated based on the proportional level of effort devoted by DRS or Dominion Payroll resources that is attributable to the entities, determined by reference to number of employees, salaries and wages and other similar measures for the relevant DRS department or Dominion Payroll. Management believes the assumptions and methodologies underlying the allocation of general corporate overhead expenses are reasonable. Nevertheless, the Consolidated Financial Statements prior to the Offering may not include all of the actual expenses that would have been incurred had we been a stand-alone publicly traded partnership during the periods presented, and may not reflect our actual results of operations, financial position and cash flows had we been a stand-alone publicly traded partnership during the periods prior to the Offering.

XML

Consolidated Balance Sheets - USD ($) $ in Millions		Mar. 31, 2015	Dec. 31, 2014
Current Assets
Cash and cash equivalents		$ 48.0	$ 175.4
Customer and other receivables		28.9	19.9
Affiliated receivables		6.1	6.1
Prepayments		6.4	9.5
Materials and supplies		11.9	8.7
Regulatory assets		3.8	1.7
Other		3.0	4.7
Total current assets		108.1	226.0
Property, Plant and Equipment
Property, plant and equipment		2,847.5	2,203.1
Accumulated depreciation and amortization		(326.4)	(231.2)
Total property, plant and equipment, net		2,521.1	1,971.9
Deferred Charges and Other Assets
Goodwill	[1]	295.5	45.9
Intangible assets, net		15.9	12.1
Regulatory assets		2.6	2.5
Deferred income taxes		14.2	0.0
Other		0.3	0.0
Total deferred charges and other assets		328.5	60.5
Total assets		2,957.7	2,258.4
Current Liabilities
Accounts payable		106.4	3.3
Payables to affiliates		3.7	2.5
Accrued payroll and taxes		3.0	1.5
Regulatory liabilities		3.6	3.6
Deferred revenue		0.7	3.9
Natural gas imbalances	[2]	5.9	2.7
CPCN obligation		7.9	7.9
Other	[2]	15.0	6.4
Total current liabilities		146.2	31.8
Deferred Credits and Other Liabilities
Asset retirement obligations		12.6	0.3
Pension and other postretirement benefit liabilities	[2]	4.6	4.4
Regulatory liabilities		71.8	33.5
CPCN obligation		36.2	36.2
Other		2.2	1.4
Total deferred credits and other liabilities		127.4	75.8
Total liabilities		$ 273.6	$ 107.6
Commitments and Contingencies (see Note 11)
Equity and Partners' Capital
DCG predecessor equity		$ 501.6	$ 0.0
Total Dominion Midstream Partners, LP partners' capital		1,579.9	1,075.3
Noncontrolling interest		1,104.2	1,075.5
Total equity and partners' capital		2,684.1	2,150.8
Total liabilities and equity and partners' capital		2,957.7	2,258.4
Common Units
Equity and Partners' Capital
Common unitholders and Subordinated unitholder		396.4	395.4
Dominion
Equity and Partners' Capital
General Partner interest - Dominion (non-economic interest)		0.0	0.0
Dominion | Common Units
Equity and Partners' Capital
Common unitholders and Subordinated unitholder		214.2	213.7
Dominion | Subordinated Units
Equity and Partners' Capital
Common unitholders and Subordinated unitholder		$ 467.7	$ 466.2

[1] There are no accumulated impairment losses.

[2] See Note 13 for amounts attributable to related parties.

XML

Commitments and Contingencies

3 Months Ended

Mar. 31, 2015

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments and Contingencies

As a result of issues generated in the ordinary course of business, Dominion Midstream is involved in legal proceedings before various courts and is periodically subject to governmental examinations (including by the FERC), inquiries and investigations. Certain legal proceedings and governmental examinations involve demands for unspecified amounts of damages, are in an initial procedural phase, involve uncertainty as to the outcome of pending appeals or motions, or involve significant factual issues that need to be resolved, such that it is not possible for Dominion Midstream to estimate a range of possible loss. For such matters that Dominion Midstream cannot estimate, a statement to this effect is made in the description of the matter. Other matters may have progressed sufficiently through the litigation or investigative processes such that Dominion Midstream is able to estimate a range of possible loss. For legal proceedings and governmental examinations for which Dominion Midstream is able to reasonably estimate a range of possible losses, an estimated range of possible loss is provided, in excess of the accrued liability (if any) for such matters. Estimated ranges of loss are inclusive of legal fees and net of any anticipated insurance recoveries. Any estimated range is based on currently available information and involves elements of judgment and significant uncertainties. Any accrued liability is recorded on a gross basis with a receivable also recorded for any probable insurance recoveries. Any estimated range of possible loss may not represent Dominion Midstream’s maximum possible loss exposure. The circumstances of such legal proceedings and governmental examinations will change from time to time and actual results may vary significantly from the current estimate. Management does not anticipate that the liabilities, if any, arising from such proceedings would have a material effect on Dominion Midstream’s financial position, liquidity or results of operations.

Cove Point Natural Heritage Trust

Under the terms of the 2005 Agreement, Cove Point is required to make an annual contribution to the Cove Point Natural Heritage Trust, an affiliated non-profit trust focused on the preservation and protection of ecologically sensitive sites at or near Cove Point, of $0.3 million for each year the facility is in operation. These annual payments are recorded in other operations and maintenance expense in the Consolidated Statements of Income. If Cove Point voluntarily tenders title according to the terms of this agreement, no contributions are required. There are no current plans to voluntarily tender title to the Cove Point site.

Surety Bonds

At March 31, 2015, Cove Point had purchased $10.8 million of surety bonds. Under the terms of surety bonds, Cove Point is obligated to indemnify the respective surety bond company for any amounts paid.

Lease Commitments

Dominion Midstream leases various facilities, vehicles and equipment under operating lease arrangements, the majority of which include terms of one year or less, require payments on a monthly or annual basis, and can be canceled at any time. Rental expense for Dominion Midstream totaled $0.7 million for the three months ended March 31, 2015. The majority of rent expense is included within other operations and maintenance expense in the Consolidated Statements of Income.

XML

Document and Entity Information	3 Months Ended
	Mar. 31, 2015
Document and Entity Information [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Mar. 31, 2015
Entity Registrant Name	Dominion Midstream Partners, LP
Entity Central Index Key	0001603286

XML

Credit Risk

3 Months Ended

Mar. 31, 2015

Risks and Uncertainties [Abstract]

Credit Risk

Credit Risk

Credit risk is the risk of financial loss if counterparties fail to perform their contractual obligations. In order to minimize overall credit risk, credit policies are maintained, including the evaluation of counterparty financial condition. In addition, counterparties may make available collateral, including letters of credit, payment guarantees or cash deposits.

Dominion Midstream provides service to approximately seventy customers, including the Storage Customers, marketers or end users and the Import Shippers. The two largest customers comprised approximately 70% of the total transportation and storage revenues for the three months ended March 31, 2015, with Dominion Midstream's largest customer representing approximately 59% of this amount.

For the three months ended March 31, 2014, Cove Point's three largest customers comprised approximately 94% of the total transportation and storage revenues, with Cove Point's largest customer representing approximately 73% of this amount.

Dominion Midstream maintains a provision for credit losses based on factors surrounding the credit risk of its customers, historical trends and other information. At March 31, 2015, the provision for credit losses was less than $0.1 million. Management believes, based on credit policies and the March 31, 2015 provision for credit losses, that it is unlikely that a material adverse effect on financial position, results of operations or cash flows would occur as a result of counterparty nonperformance.

XML

Consolidated Balance Sheets (Parenthetical) - shares	Mar. 31, 2015	Dec. 31, 2014
Common Units
Common unitholders and Subordinated unitholder - units issued	20,132,377	20,127,322
Common unitholders and Subordinated unitholder- units outstanding	20,132,377	20,127,322
Common Units | Dominion
Common unitholders and Subordinated unitholder - units issued	11,847,789	11,847,789
Common unitholders and Subordinated unitholder- units outstanding	11,847,789	11,847,789
Subordinated Units | Dominion
Common unitholders and Subordinated unitholder - units issued	31,972,789	31,972,789
Common unitholders and Subordinated unitholder- units outstanding	31,972,789	31,972,789

XML

Property, Plant and Equipment

3 Months Ended

Mar. 31, 2015

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

Property, Plant and Equipment

Major classes of property, plant and equipment and their respective balances for Dominion Midstream are as follows:

	March 31, 2015		December 31, 2014
(millions)
Storage	$	874.2	$	882.0
Transmission	664.2		323.9
Plant under construction	1,273.0		972.3
General and other	36.1		24.9
Total property, plant and equipment	$	2,847.5	$	2,203.1

The increase in property, plant and equipment is primarily related to the DCG Acquisition and capital expenditures for the Liquefaction Project.

During the three months ended March 31, 2015, Dominion Midstream capitalized interest costs and AFUDC of $0.2 million to property, plant and equipment. No such costs were capitalized in 2014.

Depreciation rates on utility property, plant and equipment are as follows:

	Three Months Ended March 31,
	2015	2014
(percent)
Storage	2.38	2.38
Transmission	2.28	2.82
General and other	7.60	2.49

XML

Operating Revenue

3 Months Ended

Mar. 31, 2015

Revenue Recognition [Abstract]

Operating Revenue

Operating Revenue

Dominion Midstream's operating revenue consists of the following:

	Three Months Ended March 31,
	2015		2014
(millions)
Gas transportation and storage	$	74.7	$	65.6
Other	3.7		3.3
Total operating revenue	$	78.4	$	68.9

XML

Net Income Per Limited Partner Unit (Tables)

3 Months Ended

Mar. 31, 2015

Earnings Per Share [Abstract]

Schedule of Calculation of Earnings per Unit

The calculation of earnings per limited partner unit is as follows:

Three Months Ended March 31,	2015
(millions)
Net income attributable to partners	$	11.8
Less distributions declared on(1):
Incentive distribution holder rights(2)	—
Common unitholders	5.6
Subordinated unitholder	5.6
Total distributions declared	11.2
Undistributed earnings	$	0.6

(1) On April 22, 2015, the Board of Directors of our general partner declared a quarterly cash distribution of $0.1750 per unit, totaling $12.1 million, for the three month period ending March 31, 2015. This distribution will be paid on May 15, 2015 to unitholders of record on May 5, 2015. The amount of distributions declared shown above is based on the units outstanding at March 31, 2015, and therefore excludes $0.9 million of distributions that will be paid on 5,112,139 common units issued to Dominion on April 1, 2015, in connection with the acquisition of DCG. See Note 2 for further information.

(2) Dominion is a non-economic general partner that holds all of the IDRs.

Basic and diluted net income per limited partner unit	Common Units		Subordinated Units		Total
(millions, except for weighted average units and per unit data)
Distributions declared	$	5.6	$	5.6	$	11.2
Undistributed earnings	0.3		0.3		0.6
Net income attributable to partners	$	5.9	$	5.9	$	11.8
Weighted average units outstanding	31,980,110		31,972,789
Net income per limited partner unit	$	0.19	$	0.19

XML

Related Party Transactions

3 Months Ended

Mar. 31, 2015

Related Party Transactions [Abstract]

Related Party Transactions

Related-Party Transactions

Dominion Midstream engages in related-party transactions primarily with other Dominion subsidiaries (affiliates). Dominion Midstream's receivable and payable balances with affiliates are settled based on contractual terms or on a monthly basis, depending on the nature of the underlying transactions. Participation in certain Dominion benefit plans is described in Note 10 to the Consolidated Financial Statements in Dominion Midstream's Annual Report on Form 10-K for the year ended December 31, 2014. At March 31, 2015 and December 31, 2014, amounts due to Dominion associated with these benefit plans were $4.6 million and $4.4 million, respectively, recorded in pension and other postretirement benefit liabilities in the Consolidated Balance Sheets. Transactions related to the DCG Acquisition are described in Note 2. A discussion of the remaining significant related party transactions follows.

Transactions with Affiliates

In connection with the Offering, our general partner entered into a services agreement with DRS. DRS provides administrative, management and other services to Dominion and its subsidiaries as a subsidiary service company. From time to time and at the option of our general partner, our general partner will request that DRS provide, and reimburse DRS for the cost of providing, such administrative, management and other services as it deems necessary or appropriate for our operations. We will reimburse our general partner and its affiliates for the associated costs of obtaining these services.

In connection with Dominion’s acquisition of DCG, DCG entered into services agreements beginning February 1, 2015 with DRS, for similar services as described above, and with Dominion Payroll, which provides human resources and operations services to Dominion and its subsidiaries as a subsidiary service company. Additionally, Dominion may seek reimbursement from DCG for costs incurred related to Dominion's transition services agreement with SCANA to provide administrative functions related to DCG. During the three months ended March 31, 2015, Dominion did not seek reimbursement for any such costs.

Dominion Midstream provides transportation services to affiliates and affiliates provide goods and services to Dominion Midstream.

Affiliated transactions are presented below:

	Three Months Ended March 31,
	2015		2014
(millions)
Sales of natural gas transportation services to affiliates	$	0.7	$	0.8
Purchased gas from affiliates	0.2		0.2
Services provided by DRS and Dominion Payroll(1)(2)	5.5		3.3
Goods and services provided by affiliates to Dominion Midstream(1)	1.7		0.7

(1) Includes $2.4 million and $2.0 million of capitalized expenditures for each of the three months in 2015 and 2014, respectively.

(2) Dominion Midstream determined that neither it nor any of its consolidated entities is the most closely associated entity with DRS, an affiliated variable interest entity, and therefore none is the primary beneficiary. DRS provides accounting, legal, finance and certain administrative and technical services to all Dominion subsidiaries, including Dominion Midstream. Neither Dominion Midstream nor any of its consolidated subsidiaries has an obligation to absorb more than its allocated share of DRS costs. Dominion Midstream determined that neither it nor any of its consolidated entities is the most closely associated entity with Dominion Payroll, an affiliated variable interest entity, and therefore none is the primary beneficiary. Dominion Payroll provides human resources and operations services to certain Dominion subsidiaries, including Dominion Midstream. Neither Dominion Midstream nor any of its consolidated entities has an obligation to absorb more than its allocated share of Dominion Payroll costs.

Advance from Affiliate

An outstanding advance of $20.0 million previously received by Cove Point from an affiliate was converted to an equity contribution in March 2014.

Dominion Credit Facility

In connection with the Offering, Dominion Midstream entered into a credit facility with Dominion with a borrowing capacity of $300 million. The facility was undrawn at March 31, 2015. A summary of certain key terms of the credit facility with Dominion is included in Note 14 to the Consolidated Financial Statements in Dominion Midstream's Annual Report on Form 10-K for the year ended December 31, 2014.

Income Taxes

Prior to the Offering, Cove Point participated in Dominion's intercompany tax sharing agreement as described in Note 15 to the Consolidated Financial Statements in Dominion Midstream's Annual Report on Form 10-K for the year ended December 31, 2014. Cove Point's participation in this tax sharing agreement was terminated in 2014 in connection with the Offering.

At the time of the Offering, Cove Point settled net income taxes payable and deferred income taxes to Dominion of $147.9 million through equity contributions from Dominion. Prior to the Offering, Cove Point settled net income taxes payable to Dominion of $1.2 million through equity contributions from Dominion during the year ended December 31, 2014.

DCG participated in Dominion's intercompany tax sharing agreement from February 1, 2015 through March 31, 2015. DCG's participation in this tax sharing agreement was subsequently terminated in connection with the DCG Acquisition. At the time of the DCG Acquisition, DCG settled income taxes payable and net deferred income taxes of $13.4 million through an equity transaction with Dominion.

Natural Gas Imbalances

Dominion Midstream maintains natural gas imbalances with affiliates. The imbalances with affiliates are provided below:

	March 31, 2015		December 31, 2014
(millions)
Imbalances payable to affiliates	$	5.8	$	2.5

Right of First Offer

In connection with the Offering, Dominion Midstream entered into a right of first offer agreement with Dominion as described in Dominion Midstream's Annual Report on Form 10-K for the year ended December 31, 2014. There have been no changes to this agreement.

Contributions from Dominion

In April 2015, Dominion contributed $205.2 million to Cove Point to fund capital expenditures related to the Liquefaction Project. In February 2015, Dominion contributed $1.3 million in cash to DCG to fund operations.

Transaction and transition costs incurred by the DCG Predecessor were attributed to Dominion Midstream and expensed in Operations and maintenance expense in the Consolidated Income Statement. At the time of the DCG Acquisition, Dominion Midstream settled amounts payable to Dominion of $1.0 million through equity contributions from Dominion.

XML

Regulatory Matters

3 Months Ended

Mar. 31, 2015

Regulated Operations [Abstract]

Regulatory Matters

Regulatory Matters

The FERC regulates the transportation and sale for resale of natural gas in interstate commerce under the NGA and the Natural Gas Policy Act of 1978, as amended. Under the NGA, the FERC has authority over rates, terms and conditions of services performed by Cove Point and DCG. The FERC also has jurisdiction over siting, construction and operation of natural gas import facilities and interstate natural gas pipeline facilities.

There have been no significant developments regarding the regulatory matters disclosed in Note 9 to the Consolidated Financial Statements in Dominion Midstream's Annual Report on Form 10-K for the year ended December 31, 2014.

During the second quarter of 2013, DCG executed binding precedent agreements for the approximately $35 million Edgemoor Project. The FERC approved the Edgemoor Project in February 2015 and construction commenced in March 2015. The project is expected to be placed into service in the fourth quarter of 2015.

In April 2014, DCG executed a binding precedent agreement for the approximately $35 million Columbia to Eastover Project.

In connection with Dominion's acquisition of DCG on January 31, 2015, Dominion agreed to a rate moratorium which precludes DCG from filing a Section 4 NGA general rate case to establish base rates that would be effective prior to January 1, 2018.

XML

Goodwill and Intangible Assets

3 Months Ended

Mar. 31, 2015

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

Goodwill and Intangible Assets

Goodwill

The changes in Dominion Midstream's carrying amount and segment allocation of goodwill are presented below:

	Dominion Energy		Corporate and Other		Total
(millions)
Three Months Ended March 31, 2015
Beginning balance(1)	$	45.9	$	—	$	45.9
DCG Acquisition	249.6		—		249.6
Ending balance(1)	$	295.5	$	—	$	295.5

(1) There are no accumulated impairment losses.

Other Intangible Assets

Dominion Midstream's other intangible assets are subject to amortization over their estimated useful lives. Amortization expense for intangible assets was $0.3 million and $0.2 million for the three months ended March 31, 2015 and 2014, respectively. The increase in intangible assets is primarily due to software acquired in the DCG Acquisition. The acquired intangible assets have an estimated weighted-average amortization period of approximately 5 years. The components of intangible assets are as follows:

	March 31, 2015				December 31, 2014
	Gross Carrying Amount		Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization
(millions)
Software and other	$	30.2	$	22.1	$	6.5	$	2.4
Licenses	11.0		3.2		11.0		3.0
Total	$	41.2	$	25.3	$	17.5	$	5.4

XML

Regulatory Assets and Liabilities

3 Months Ended

Mar. 31, 2015

Regulated Operations [Abstract]

Regulatory Assets and Liabilities

Regulatory Assets and Liabilities

Regulatory assets and liabilities include the following:

	March 31, 2015		December 31, 2014
(millions)
Regulatory assets:
Unrecovered gas costs(1)	$	3.1	$	1.5
Other	0.7		0.2
Regulatory assets-current	3.8		1.7
Income taxes recoverable through future rates(2)	2.6		2.5
Regulatory assets-non-current	2.6		2.5
Total regulatory assets	$	6.4	$	4.2
Regulatory liabilities:
Overrecovered gas costs(1)	$	—	$	0.5
LNG cargo obligations(3)	—		3.0
Customer bankruptcy settlement(4)	2.9		—
Other	0.7		0.1
Regulatory liabilities-current	3.6		3.6
Provision for future cost of removal(5)	48.1		33.0
Customer bankruptcy settlement(4)	22.6		—
Other	1.1		0.5
Regulatory liabilities-non-current	71.8		33.5
Total regulatory liabilities	$	75.4	$	37.1

(1) Reflects unrecovered/overrecovered gas costs, which are subject to annual filings with the FERC.

(2) Amounts to be recovered through future rates to pay income taxes that become payable by unitholders when rate revenue is provided to recover AFUDC-equity when such amounts are recovered through book depreciation.

(3) Reflects obligations to the Import Shippers for LNG cargo received. See Note 9 to the Consolidated Financial Statements in Dominion Midstream's Annual Report on Form 10-K for the year ended December 31, 2014 for further information.

(4) Represents the balance of proceeds from the monetization of a bankruptcy claim acquired as part of the DCG Acquisition, which is being amortized into operating revenue through February 2024.

(5) Rates charged to customers include a provision for the cost of future activities to remove assets that are expected to be incurred at the time of retirement.

At March 31, 2015, approximately $3.8 million of regulatory assets represented past expenditures on which Dominion Midstream does not currently earn a return. These expenditures are expected to be recovered within one year.

XML

Asset Retirement Obligations

3 Months Ended

Mar. 31, 2015

Asset Retirement Obligation Disclosure [Abstract]

Asset Retirement Obligations

Asset Retirement Obligations

AROs represent obligations that result from laws, statutes, contracts and regulations related to the eventual retirement of certain of Dominion Midstream's long-lived assets. Dominion Midstream's AROs primarily represent the cost associated with the legal obligation to cap and purge underground transmission pipe and the interim retirement of natural gas transmission pipeline components.

The changes to AROs during 2014 and 2015 are as follows:

	Three Months Ended			Year Ended
	March 31, 2015			December 31, 2014
(millions)
Beginning balance(1)	$	0.4		$	0.4
DCG Acquisition	12.6			—
Obligations settled during the period	(0.2		)	—
Accretion	0.1			—
Ending balance(1)	$	12.9		$	0.4

(1) Includes $0.1 million and $0.3 million reported in other current liabilities at December 31, 2014, and March 31, 2015, respectively.

Under the terms of the 2005 Agreement, Cove Point would be responsible for certain onshore and offshore site restoration activities at the Cove Point site only if it voluntarily tenders title according to the terms of this agreement. As Cove Point is permitted to operate the Cove Point LNG Facility for an indefinite time period and currently has no plans to voluntarily tender title, Cove Point does not have sufficient information to determine a reasonable range of settlement dates for decommissioning and therefore has not recorded an asset retirement obligation.

XML

Net Income Per Limited Partner Unit (Details) - USD ($) $ / shares in Units, $ in Millions				3 Months Ended
		Apr. 22, 2015	Apr. 01, 2015	Mar. 31, 2015
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Net income attributable to partners				$ 11.8
Incentive distribution holder rights	[1],[2]			0.0
Total distributions declared				11.2
Undistributed earnings				0.6
Subsequent Event
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Distribution declared on Common and Subordinated unitholders		$ 12.1
Quarterly distribution per unit		$ 0.1750
Subsequent Event | DCG | Affiliates | Partnership Interest
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Distribution declared on Common and Subordinated unitholders			$ 0.9
Number of common units issued			5,112,139
Common Units
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Net income attributable to partners				5.9
Distribution declared on Common and Subordinated unitholders	[2]			5.6
Total distributions declared				5.6
Undistributed earnings				$ 0.3
Weighted average units outstanding				31,980,110
Net income per limited partner unit (basic and diluted)				$ 0.19
Subordinated Units
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Net income attributable to partners				$ 5.9
Distribution declared on Common and Subordinated unitholders	[2]			5.6
Total distributions declared				5.6
Undistributed earnings				$ 0.3
Weighted average units outstanding				31,972,789
Net income per limited partner unit (basic and diluted)				$ 0.19

[1] Dominion is a non-economic general partner that holds all of the IDRs.

[2] On April 22, 2015, the Board of Directors of our general partner declared a quarterly cash distribution of $0.1750 per unit, totaling $12.1 million, for the three month period ending March 31, 2015. This distribution will be paid on May 15, 2015 to unitholders of record on May 5, 2015. The amount of distributions declared shown above is based on the units outstanding at March 31, 2015, and therefore excludes $0.9 million of distributions that will be paid on 5,112,139 common units issued to Dominion on April 1, 2015, in connection with the acquisition of DCG. See Note 2 for further information.

XML

Operating Segment

3 Months Ended

Mar. 31, 2015

Segment Reporting [Abstract]

Operating Segment

Operating Segment

Dominion Midstream is organized primarily on the basis of products and services sold in the U.S. Dominion Energy, Dominion Midstream's operating segment, consists of natural gas transportation, storage and regasification services.

Dominion Midstream also reports a Corporate and Other segment. The Corporate and Other segment primarily includes specific items attributable to Dominion Midstream's operating segment that are not included in profit measures evaluated by executive management in assessing the segment's performance.

The following table presents segment information pertaining to Dominion Midstream's operations:

	Dominion Energy		Corporate and Other			Total
(millions)
Three Months Ended March 31, 2015
Operating revenue	$	78.4	$	—		$	78.4
Net income including noncontrolling interest and DCG Predecessor	43.8		(1.0		)	42.8
Net income including noncontrolling interest	40.5		—			40.5
Net income attributable to partners	11.8		—			11.8
Three Months Ended March 31, 2014
Operating revenue	$	68.9	$	—		$	68.9
Net income including noncontrolling interest and DCG Predecessor	24.6		—			24.6

XML

Goodwill and Intangible Assets (Tables)

3 Months Ended

Mar. 31, 2015

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

The changes in Dominion Midstream's carrying amount and segment allocation of goodwill are presented below:

	Dominion Energy		Corporate and Other		Total
(millions)
Three Months Ended March 31, 2015
Beginning balance(1)	$	45.9	$	—	$	45.9
DCG Acquisition	249.6		—		249.6
Ending balance(1)	$	295.5	$	—	$	295.5

(1) There are no accumulated impairment losses.

Schedule of Components of Intangible Assets

The components of intangible assets are as follows:

	March 31, 2015				December 31, 2014
	Gross Carrying Amount		Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization
(millions)
Software and other	$	30.2	$	22.1	$	6.5	$	2.4
Licenses	11.0		3.2		11.0		3.0
Total	$	41.2	$	25.3	$	17.5	$	5.4

XML

Operating Segment (Schedule of Segment Reporting Information, by Segment) (Details) - USD ($) $ in Millions		3 Months Ended
		Mar. 31, 2015	Mar. 31, 2014
Segment Reporting Information [Line Items]
Operating revenue	[1]	$ 78.4
Net income including noncontrolling interest and DCG Predecessor		42.8
Net income including noncontrolling interest		40.5
Net income attributable to partners		11.8
Predecessor
Segment Reporting Information [Line Items]
Operating revenue	[1]		$ 68.9
Net income including noncontrolling interest and DCG Predecessor			24.6
Operating Segments | Dominion Energy
Segment Reporting Information [Line Items]
Operating revenue		78.4
Net income including noncontrolling interest and DCG Predecessor		43.8
Net income including noncontrolling interest		40.5
Net income attributable to partners		11.8
Operating Segments | Dominion Energy | Predecessor
Segment Reporting Information [Line Items]
Operating revenue			68.9
Net income including noncontrolling interest and DCG Predecessor			24.6
Operating Segments | Corporate and Other
Segment Reporting Information [Line Items]
Operating revenue		0.0
Net income including noncontrolling interest and DCG Predecessor		(1.0)
Net income including noncontrolling interest		0.0
Net income attributable to partners		$ 0.0
Operating Segments | Corporate and Other | Predecessor
Segment Reporting Information [Line Items]
Operating revenue			0.0
Net income including noncontrolling interest and DCG Predecessor			$ 0.0

[1] See Note 13 for amounts attributable to related parties.

XML

Regulatory Assets and Liabilities (Regulatory Assets) (Details) - USD ($) $ in Millions		3 Months Ended
		Mar. 31, 2015	Dec. 31, 2014
Regulatory Assets [Line Items]
Regulatory assets-current		$ 3.8	$ 1.7
Regulatory assets-non-current		2.6	2.5
Total regulatory assets		6.4	4.2
Past expenditures in which no return is expected		$ 3.8
Recovery period of expenditures		1 year
Unrecovered gas costs
Regulatory Assets [Line Items]
Regulatory assets-current	[1]	$ 3.1	1.5
Other
Regulatory Assets [Line Items]
Regulatory assets-current		0.7	0.2
Income taxes recoverable through future rates
Regulatory Assets [Line Items]
Regulatory assets-non-current	[2]	$ 2.6	$ 2.5

[1] Reflects unrecovered/overrecovered gas costs, which are subject to annual filings with the FERC.

[2] Amounts to be recovered through future rates to pay income taxes that become payable by unitholders when rate revenue is provided to recover AFUDC-equity when such amounts are recovered through book depreciation.

XML

Consolidated Statement of Equity and Partners' Capital - 3 months ended Mar. 31, 2015 - USD ($) $ in Millions	Total	DCG Dominion	DCG Predecessor Equity	DCG Predecessor Equity DCG Dominion	Common Unitholders and Subordinated Unitholder Common Units Common Unitholders Public	Common Unitholders and Subordinated Unitholder Common Units Common Unitholder and Subordinated Unitholder- Dominion	Common Unitholders and Subordinated Unitholder Subordinated Units Common Unitholder and Subordinated Unitholder- Dominion	General Partner Dominion (non-economic interest) General Partner Dominion (non-economic interest)	Total Dominion Midstream Partners, LP Partners' Equity and Capital	Total Dominion Midstream Partners, LP Partners' Equity and Capital DCG Dominion	Noncontrolling interest
Balance (Predecessor) at Dec. 31, 2014			$ 0.0
Balance at Dec. 31, 2014	$ 2,150.8				$ 395.4	$ 213.7	$ 466.2	$ 0.0	$ 1,075.3		$ 1,075.5
Increase (Decrease) in Partners' Capital [Roll Forward]
Net income including noncontrolling interest	40.5				3.7	2.2	5.9		11.8		28.7
DCG Acquisition:
Record Dominion's net investment in DCG | Predecessor				$ 497.0
Record Dominion's net investment in DCG		$ 497.0								$ 497.0
Net income attributable to DCG Predecessor | Predecessor				2.3
Net income attributable to DCG Predecessor	(2.3)	2.3								2.3
Contribution from Dominion to DCG prior to DCG Acquisition | Predecessor				$ 2.3
Contribution from Dominion to DCG prior to DCG Acquisition		$ 2.3								$ 2.3
Distributions	(8.9)				(2.8)	(1.7)	(4.4)		(8.9)
Unit awards (net of unearned compensation)	0.1				0.1				0.1
Balance (Predecessor) at Mar. 31, 2015			$ 501.6
Balance at Mar. 31, 2015	$ 2,684.1				$ 396.4	$ 214.2	$ 467.7	$ 0.0	$ 1,579.9		$ 1,104.2

XML

Net Income Per Limited Partner Unit

3 Months Ended

Mar. 31, 2015

Earnings Per Share [Abstract]

Net Income Per Limited Partner Unit

Net Income Per Limited Partner Unit

Net income per limited partner unit applicable to common and subordinated units is computed by dividing the respective limited partners’ interest in net income attributable to Dominion Midstream, after deducting any incentive distributions, by the weighted average number of common units and subordinated units outstanding. Because Dominion Midstream has more than one class of participating securities, the two-class method is used when calculating the net income per unit applicable to limited partners. The classes of participating securities include common units, subordinated units and IDRs.

Dominion Midstream’s net income is allocated to the limited partners in accordance with their respective partnership percentages, after giving effect to priority income allocations for incentive distributions, if any, to Dominion, the holder of the IDRs, pursuant to the partnership agreement. The distributions are declared and paid following the close of each quarter. Earnings in excess of distributions are allocated to the limited partners based on their respective ownership interests. Payments made to Dominion Midstream's unitholders are determined in relation to actual distributions declared and are not based on the net income allocations used in the calculation of earnings per limited partner unit.

Net income per limited partner unit is only calculated for the periods subsequent to the Offering as no units were outstanding prior to October 20, 2014. Diluted net income per limited partner unit is the same as basic net income per limited partner unit as there were no potentially dilutive common or subordinated units outstanding as of March 31, 2015.

The calculation of earnings per limited partner unit is as follows:

Three Months Ended March 31,	2015
(millions)
Net income attributable to partners	$	11.8
Less distributions declared on(1):
Incentive distribution holder rights(2)	—
Common unitholders	5.6
Subordinated unitholder	5.6
Total distributions declared	11.2
Undistributed earnings	$	0.6

(1) On April 22, 2015, the Board of Directors of our general partner declared a quarterly cash distribution of $0.1750 per unit, totaling $12.1 million, for the three month period ending March 31, 2015. This distribution will be paid on May 15, 2015 to unitholders of record on May 5, 2015. The amount of distributions declared shown above is based on the units outstanding at March 31, 2015, and therefore excludes $0.9 million of distributions that will be paid on 5,112,139 common units issued to Dominion on April 1, 2015, in connection with the acquisition of DCG. See Note 2 for further information.

(2) Dominion is a non-economic general partner that holds all of the IDRs.

Basic and diluted net income per limited partner unit	Common Units		Subordinated Units		Total
(millions, except for weighted average units and per unit data)
Distributions declared	$	5.6	$	5.6	$	11.2
Undistributed earnings	0.3		0.3		0.6
Net income attributable to partners	$	5.9	$	5.9	$	11.8
Weighted average units outstanding	31,980,110		31,972,789
Net income per limited partner unit	$	0.19	$	0.19

XML

Regulatory Assets and Liabilities (Tables)

3 Months Ended

Mar. 31, 2015

Regulated Operations [Abstract]

Schedule of Regulatory Assets

Regulatory assets and liabilities include the following:

	March 31, 2015		December 31, 2014
(millions)
Regulatory assets:
Unrecovered gas costs(1)	$	3.1	$	1.5
Other	0.7		0.2
Regulatory assets-current	3.8		1.7
Income taxes recoverable through future rates(2)	2.6		2.5
Regulatory assets-non-current	2.6		2.5
Total regulatory assets	$	6.4	$	4.2
Regulatory liabilities:
Overrecovered gas costs(1)	$	—	$	0.5
LNG cargo obligations(3)	—		3.0
Customer bankruptcy settlement(4)	2.9		—
Other	0.7		0.1
Regulatory liabilities-current	3.6		3.6
Provision for future cost of removal(5)	48.1		33.0
Customer bankruptcy settlement(4)	22.6		—
Other	1.1		0.5
Regulatory liabilities-non-current	71.8		33.5
Total regulatory liabilities	$	75.4	$	37.1

(1) Reflects unrecovered/overrecovered gas costs, which are subject to annual filings with the FERC.

(2) Amounts to be recovered through future rates to pay income taxes that become payable by unitholders when rate revenue is provided to recover AFUDC-equity when such amounts are recovered through book depreciation.

(3) Reflects obligations to the Import Shippers for LNG cargo received. See Note 9 to the Consolidated Financial Statements in Dominion Midstream's Annual Report on Form 10-K for the year ended December 31, 2014 for further information.

(4) Represents the balance of proceeds from the monetization of a bankruptcy claim acquired as part of the DCG Acquisition, which is being amortized into operating revenue through February 2024.

(5) Rates charged to customers include a provision for the cost of future activities to remove assets that are expected to be incurred at the time of retirement.

Schedule of Regulatory Liabilities

Regulatory assets and liabilities include the following:

	March 31, 2015		December 31, 2014
(millions)
Regulatory assets:
Unrecovered gas costs(1)	$	3.1	$	1.5
Other	0.7		0.2
Regulatory assets-current	3.8		1.7
Income taxes recoverable through future rates(2)	2.6		2.5
Regulatory assets-non-current	2.6		2.5
Total regulatory assets	$	6.4	$	4.2
Regulatory liabilities:
Overrecovered gas costs(1)	$	—	$	0.5
LNG cargo obligations(3)	—		3.0
Customer bankruptcy settlement(4)	2.9		—
Other	0.7		0.1
Regulatory liabilities-current	3.6		3.6
Provision for future cost of removal(5)	48.1		33.0
Customer bankruptcy settlement(4)	22.6		—
Other	1.1		0.5
Regulatory liabilities-non-current	71.8		33.5
Total regulatory liabilities	$	75.4	$	37.1

(1) Reflects unrecovered/overrecovered gas costs, which are subject to annual filings with the FERC.

(2) Amounts to be recovered through future rates to pay income taxes that become payable by unitholders when rate revenue is provided to recover AFUDC-equity when such amounts are recovered through book depreciation.

(3) Reflects obligations to the Import Shippers for LNG cargo received. See Note 9 to the Consolidated Financial Statements in Dominion Midstream's Annual Report on Form 10-K for the year ended December 31, 2014 for further information.

(4) Represents the balance of proceeds from the monetization of a bankruptcy claim acquired as part of the DCG Acquisition, which is being amortized into operating revenue through February 2024.

(5) Rates charged to customers include a provision for the cost of future activities to remove assets that are expected to be incurred at the time of retirement.

XML

Goodwill and Intangible Assets (Schedule of Goodwill) (Details) $ in Millions	3 Months Ended
	Mar. 31, 2015 USD ($)
Goodwill [Roll Forward]
Beginning balance	$ 45.9	[1]
DCG Acquisition	249.6
Ending balance	295.5	[1]
Operating Segments | Dominion Energy
Goodwill [Roll Forward]
Beginning balance	45.9	[1]
DCG Acquisition	249.6
Ending balance	295.5	[1]
Operating Segments | Corporate and Other
Goodwill [Roll Forward]
Beginning balance	0.0	[1]
DCG Acquisition	0.0
Ending balance	$ 0.0	[1]

[1] There are no accumulated impairment losses.

XML

Income Taxes

3 Months Ended

Mar. 31, 2015

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

Dominion Midstream is organized as an MLP, a pass-through entity for U.S. federal and state income tax purposes. Each unitholder is responsible for taking into account the unitholder’s respective share of Dominion Midstream’s items of taxable income, gain, loss and deduction in the preparation of income tax returns. Upon the closing of the Offering, Cove Point became a pass-through entity for U.S. federal and state income tax purposes.

Prior to the completion of the Offering, Cove Point was not treated as a partnership for U.S. federal and state income tax purposes. Its business activities were included in the consolidated U.S. federal and certain state income tax returns of Dominion or DCPI. DCG operated as a taxable corporation at the time of Dominion's acquisition of DCG. In March 2015, DCG converted to a single member limited liability company and as a result, became a disregarded entity for income tax purposes and was treated as a taxable division of its corporate parent. Its business activities from January 31, 2015 through March 31, 2015, will be included in the consolidated U.S. federal and certain state income tax returns of Dominion. Effective with the DCG Acquisition, DCG is treated as a component of Dominion Midstream for income tax purposes.

During the periods in which Cove Point and DCG were included in the consolidated U.S. federal and certain state income tax returns of Dominion or DCPI, Dominion Midstream's current income taxes were based on taxable income or loss, determined on a separate company basis, and, where applicable, settled in accordance with the principles of Dominion's intercompany tax sharing agreement. The settlement of DCG's federal and state income taxes payable and net deferred income taxes is reflected as an equity transaction in connection with the DCG Acquisition.

For the three months ended March 31, 2015 and 2014, the statutory U.S. federal income tax rate reconciles to the effective income tax rate as follows:

Three Months Ended March 31,	2015		2014
U.S. statutory rate	35.0	%	35.0	%
Partnership income not subject to income taxes(1)	(30.8	)	—
Increases resulting from:
State taxes, net of federal benefit(2)	0.4		3.2
Effective tax rate	4.6	%	38.2	%

(1) Reflects the pass-through entity status of Dominion Midstream, including the operations of DCG subsequent to the DCG Acquisition, and Cove Point.

(2) 2015 amounts are attributable to the operations of DCG prior to the DCG Acquisition, and 2014 amounts are attributable to Cove Point.

See Note 15 to the Consolidated Financial Statements in Dominion Midstream's Annual Report on Form 10-K for the year ended December 31, 2014 for additional information.