Dominion Agrees To Acquire Wisconsin Nuclear Facility

November 7, 2003

RICHMOND, Va. - Dominion (NYSE: D), one of the nation's largest energy producers, announced today that it has reached an agreement with Wisconsin Public Service Corporation, a subsidiary of WPS Resources Corporation (NYSE: WPS), and Wisconsin Power & Light Company (WP&L), a subsidiary of Alliant Energy Corporation (NYSE: LNT), to purchase the Kewaunee Power Plant in northeastern Wisconsin.

Under terms of the agreement, Dominion will pay $220 million in cash for the 545-megawatt single-unit station, which is located on Lake Michigan about 35 miles southeast of Green Bay. The purchase price includes about $36.5 million for nuclear fuel. In addition, Wisconsin Public Service and WP&L will transfer about $392 million of decommissioning funds to Dominion for eventual decommissioning of the facility.

Wisconsin Public Service owns 59 percent of the Kewaunee facility, and WP&L owns the remaining 41 percent. Dominion will sell 100 percent of the facility's output—59 percent to Wisconsin Public Service and 41 percent to Wisconsin Power & Light—under a power purchase agreement that expires in 2013.

Dominion expects the acquisition to be immediately accretive to earnings per share upon closing.

The transaction is expected to close in the fall of 2004. Regulatory approvals are required by the U.S. Nuclear Regulatory Commission, the Federal Energy Regulatory Commission and the public utility commissions of Wisconsin, Illinois, Iowa, Michigan and Minnesota, the states in which the co-owners of the station provide electric service. Approval is also required under the Hart-Scott-Rodino Act.

Thos. E. Capps, chairman, president and chief executive officer of Dominion, said:

"This addition will expand our generation portfolio in the growing Midwest, Mid-Atlantic and Northeast quadrant of the U.S.—what we call 'MAIN-to-Maine'. Stand alone, the MAIN-to-Maine region represents the world's third largest economy, and serving customers there remains our core goal.

"By adding new nuclear capacity already under a power sales contract, we're capitalizing on our strong nuclear operating experience and broadening the fuel diversity of our power generation fleet. We're also strengthening our ability to deliver critical base-load generation into the MAIN-to-Maine economy.

"Our next step is to close the deal and welcome Kewaunee's dedicated and professional workforce and to help them integrate into the Dominion system. They have a solid and reliable operating track record."

The Kewaunee facility, located in the town of Carlton, employs about 460 professionals, including 150 members of the International Association of Operating Engineers AFL/CIO. Dominion does not intend to reduce the existing workforce. "We believe the current size of the staff is appropriate," Capps said.

The Kewaunee station consists of one 545-megawatt, two-loop Westinghouse pressurized water reactor. The station began commercial service in 1974 and is operated by Nuclear Management Co., which manages operations at six nuclear units in Iowa, Minnesota, Michigan and Wisconsin. The facility is licensed to operate through the end of 2013.

Upon completion of the transaction, Kewaunee will be operated by Dominion Energy, an operating unit of Dominion. Dominion Energy currently operates the North Anna and Surry nuclear power stations in Virginia and the Millstone nuclear power station in Connecticut.

North Anna Power Station in Louisa County consists of two three-loop Westinghouse reactors capable of producing 1,842 megawatts. Surry Power Station in Surry County consists of two three-loop Westinghouse reactors capable of producing 1,625 megawatts of electricity. The Millstone Power Station in Waterford, Conn., consists of two operating reactors. Millstone Unit 2 is an 870-megawatt Combustion Engineering pressurized water reactor. Millstone Unit 3 is a four-loop Westinghouse reactor capable of generating 1,150 megawatts of electricity.

Dominion is a leader in the safe and efficient operation of nuclear power stations. North Anna and Surry have consistently ranked among the lowest-cost producers of nuclear-generated electricity in the United States, according to Platts, an independent information and database owned by the McGraw-Hill Companies.

Dominion, headquartered in Richmond, Va., is one of the nation's largest producers of energy, with an energy portfolio of more than 24,000 megawatts of generation, 6.2 trillion cubic feet equivalent of proved natural gas reserves and 7,900 miles of natural gas transmission pipeline. Dominion also operates the nation's largest underground natural gas storage system with more than 960 billion cubic feet of storage capacity and serves 5.3 million retail energy customers in nine states. For more information about Dominion, visit the company's Web site at

Wisconsin Public Service, a subsidiary of WPS Resources Corp. (NYSE: WPS) of Green Bay, Wis., serves 400,000 electric customers in central Wisconsin and upper Michigan. Alliant Energy Corp. (NYSE: LNT), headquartered in Madison, Wis., serves 1.4 million electric customers in Iowa, Illinois, Minnesota and Wisconsin.

This release contains forward-looking statements including our expectations for future earnings and for the expectation that the Kewaunee acquisition will be immediately accretive to earnings that are subject to various risks and uncertainties. Discussion of factors that could cause actual results to differ materially from management's projections, forecasts, estimates and expectations may include factors that are beyond the company's ability to control or estimate precisely, such as risks inherent in the operation of nuclear facilities, estimates of future market conditions, estimates of proved and unproved reserves and the behavior of other market participants. Other factors include, but are not limited to, weather conditions, fluctuations in energy-related commodity prices, changes to rating agency requirements and ratings, capital market conditions, changing financial accounting standards, trading counter-party credit risks, risks related to energy trading and marketing, costs associated with successfully executing the company's exit from the telecommunications business, and other uncertainties. Other risk factors are detailed from time to time in the company's Securities & Exchange Commission filings.

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