DOMINION ENERGY, INC — Director's Dealing 2015

Oct 8, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Dominion Midstream Partners, LP (DM)
CIK: 0001603286
Period of Report: 2015-10-06

Reporting Person: DOMINION RESOURCES INC /VA/ (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-10-06	Common Units (Limited Partner Interests)	P	64456	$27.7996	Acquired	49334710	Indirect
2015-10-07	Common Units (Limited Partner Interests)	P	25603	$27.3043	Acquired	49360313	Indirect
2015-10-07	Common Units (Limited Partner Interests)	P	39569	$27.9205	Acquired	49399882	Indirect

Footnotes

F1: Price reflects the weighted average purchase price. Units were purchased at prices ranging from $27.48 to $28.34. The filer undertakes to provide, upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of units purchased at each separate price.

F2: Dominion may be deemed to indirectly own 5,112,139 Common Units in the Issuer held directly by its wholly owned subsidiary Dominion MLP Holding Company II, Inc. and 467,165 Common Units held directly by its wholly owned subsidiary Dominion MLP Holding Company III, Inc. Additionally, Dominion may be deemed to indirectly own an additional 11,847,789 Common Units and 31,972,789 subordinated units representing limited partner interests ("Subordinated Units") in the Issuer held directly by its indirect wholly owned subsidiary Dominion MLP Holding Company, LLC. Each Subordinated Unit will convert into one common unit at the end of the subordination period described in the Issuer's Registration Statement on Form S-1 (File No. 333-194864). The Subordinated Units have no expiration date.

F3: Price reflects the weighted average purchase price. Units were purchased at prices ranging from $26.76 to $27.75. The filer undertakes to provide, upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of units purchased at each separate price.

F4: Price reflects the weighted average purchase price. Units were purchased at prices ranging from $27.76 to $28.34. The filer undertakes to provide, upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of units purchased at each separate price.