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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
 FORM 10-K
 (Mark One)
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2010
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 Commission file number: 001-11335
 Dominion Resources Black Warrior Trust
  Delaware
(State or other jurisdiction of 
incorporation or organization)
    
    75-6461716
(I.R.S. employer
identification number)
 U.S. Trust, Bank of America
Private Wealth Management
901 Main Street
17th Floor
Dallas, Texas 75202
 
 SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
 Name of Each Exchange onTitle of Each Class
    
    Which RegisteredUnits of Beneficial Interest
    
    New York Stock Exchange, Inc.
 SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: None
 o þ
 o þ
 þ o
 o o
 þ
  Large accelerated filer o
Accelerated
filer þ
Non-accelerated filer o(Do not check if a smaller reporting company)Smaller reporting company o o þ
   DOCUMENTS INCORPORATED BY REFERENCE




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##### 



TABLE OF CONTENTS
 PART I
    
    
    3Item 1. Business
    
    
    3GLOSSARY
    
    
    3DESCRIPTION OF THE TRUST
    
    
    6DESCRIPTION OF UNITS
    
    
    12FEDERAL INCOME TAX CONSIDERATIONS
    
    
    17ERISA CONSIDERATIONS
    
    
    22STATE TAX CONSIDERATIONS
    
    
    22REGULATION AND PRICES
    
    
    24Item 1A. Risk Factors
    
    
    28Item 1B. Unresolved Staff Comments. None
    
    
    32Item 2. Properties
    
    
    33THE ROYALTY INTERESTS
    
    
    33Item 3. Legal Proceedings
    
    
    43Item 4. Reserved
    
    
    43PART II
    
    
    44Item 5. Market for Registrants Common Equity, Related Stockholder
Matters and Issuer Purchases of Equity Securities
    
    
    44Item 6. Selected Financial Data
    
    
    44Item 7. Trustees Discussion and Analysis of Financial Condition and Results of Operations
    
    
    45Item 8. Financial Statements and Supplementary Data
    
    
    52REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
    
    
    52Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
    
    
    63Item 9A. Controls and Procedures
    
    
    63PART III
    
    
    66Item 10. Directors, Executive Officers and Corporate Governance
    
    
    66Item 11. Executive Compensation
    
    
    66Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
    
    
    67Item 13. Certain Relationships and Related Transactions, and Director Independence
    
    
    67Item 14. Principal Accounting Fees and Services
    
    
    69PART IV
    
    
    69Item 15. Exhibits, Financial Statement Schedules
    
    
    69EX-23.1EX-31.1EX-32.1EX-99.2
  2




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PART I.
 
 Item 1.
    
    Business.
 
 GLOSSARY
               3




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Inside FERC Gas Market Report
      4




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5




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DESCRIPTION OF THE TRUST
  Creation and Organization of the Trust
    6




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Assets of the Trust
  Duties and Limited Powers of the Trustee and the Delaware Trustee
    7




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Resignation of Trustees
  Transfer of Royalty Interests
  Liabilities of the Trust
  8




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Liabilities of the Trustee and the Delaware Trustee
  Termination and Liquidation of the Trust
   9




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10




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Arbitration and Actions by Unitholders
    11




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DESCRIPTION OF UNITS
  Distributions and Income Computations
  12




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Conditional Right of Repurchase
  13




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14




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Possible Divestiture of Units
  Periodic Reports
    15




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Voting Rights of Unitholders
    16




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Liability of Unitholders
  Transfer Agent
  Website/SEC Filings
  
 FEDERAL INCOME TAX CONSIDERATIONS
 THE TAX CONSEQUENCES TO A UNITHOLDER OF THE OWNERSHIP AND SALE OF UNITS WILL DEPEND IN PART ON
THE UNITHOLDERS TAX CIRCUMSTANCES. EACH UNITHOLDER SHOULD THEREFORE CONSULT THE UNITHOLDERS TAX
ADVISOR ABOUT THE FEDERAL, STATE AND LOCAL TAX CONSEQUENCES TO THE UNITHOLDER OF THE OWNERSHIP OF
UNITS.
 17




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Summary of Certain Federal Income Tax Consequences
  18




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Classification and Taxation of the
Trust
    
    The Trust is a Grantor Trust for
federal tax purposes and not an
association taxable as a corporation.
As a Grantor Trust, the Trust is not
subject to federal income tax. There
can be no assurance that the IRS will
not challenge this treatment. The tax
treatment of the Trust and Unitholders
would be materially different if the
IRS were to successfully challenge
this treatment.Taxation of Unitholders
    
    Each Unitholder is taxed directly on
his proportionate share of income,
deductions and credits of the Trust
attributable to the Royalty Interests
consistent with each such Unitholders
taxable year and method of accounting
and without regard to the taxable year
or method of accounting employed by
the Trust.Income and Deductions
    
    The income of the Trust consists
primarily of a specified share of the
proceeds from the sale of coal seam
gas produced from the Underlying
Properties. During 2010, the Trust
earned interest income on funds held
for distribution. The deductions of
the Trust consist of severance taxes
and administrative expenses. In
addition, each Unitholder is entitled
to depletion deductions. See
Unitholders Depletion Allowance
below.
Individuals may deduct miscellaneous
itemized deductions (including, in
general, investment expenses) only to
the extent that such expenses exceed 2
percent of the individuals adjusted
gross income. Although there are
exceptions to the 2 percent
limitation, authority suggests that no
exceptions apply to expenses passed
through from a Grantor Trust, like the
Trust.
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Treatment of the Royalty Interests
    
    Each Royalty Interest is a
nonoperating economic interest in an
Underlying Property because it is a
right to a fixed percentage of the
gross proceeds from the sale of gas
as, if and when produced from such
properties, the right endures for the
economic life of the burdened reserves
and the right is not required to bear
any cost of developing or producing
such gas.Unitholders Depletion Allowance
    
    Each Unitholder is entitled to
amortize the cost of the Units through
cost depletion over the life of the
Royalty Interests or, if greater,
through percentage depletion equal to
15 percent of gross income. Unlike
cost depletion, percentage depletion
is not limited to a Unitholders
depletable tax basis in the Units.
Rather, a Unitholder is entitled to a
percentage depletion deduction as long
as the applicable Underlying
Properties generate gross income. If
any portion of the Royalty Interests
is treated as a production payment or
is not treated as an economic
interest, however, a Unitholder will
not be entitled to depletion in
respect of such portion.Depletion Recapture
    
    If a taxpayer disposes of any section
1254 property (certain oil, gas,
geothermal or other mineral property),
and if the adjusted basis of such
property includes adjustments for
deductions for depletion under Section
611 of the Code, the taxpayer
generally must recapture the amount
deducted for depletion as ordinary
income (to the extent of gain realized
on the disposition of the property).
This depletion recapture rule applies
to any disposition of property that
was placed in service by the taxpayer
after December 31, 1986. Detailed
rules set forth in Sections 1.1254-1
through 1.1254-6 of the Treasury
Regulations govern dispositions of
property after March 13, 1995. The
IRS likely will take the position that
a Unitholder who purchases a Unit
subsequent to December 31, 1986, must
recapture depletion upon the
disposition of that Unit.Non-Passive Activity Income, Credits
and Loss
    
    The income, credits and expenses of
the Trust are not taken into account
in computing the passive activity
losses and income under Section 469 of
the Code for a Unitholder who acquires
and holds Units as an investment and
did not acquire them in the ordinary
course of a trade or business.
 20




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Unitholder Reporting Information
    
    The Trustee furnishes to Unitholders
tax information concerning royalty
income and depletion and other
relevant tax matters on an annual
basis. Year-end tax information is
furnished to Unitholders no later than
March 15 of the following year. See
third paragraph under Description of
UnitsPeriodic Reports.WHFIT Reporting Requirements
    
    Some Trust Units are held by
middlemen, as such term is broadly
defined in Treasury Regulations (and
includes custodians, nominees, certain
joint owners, and brokers holding an
interest for a custodian in street
name, referred to herein collectively
as middlemen). Therefore, the
Trustee considers the Trust to be a
non-mortgage widely held fixed
investment trust (WHFIT) for U.S.
federal income tax purposes. U.S.
Trust, Bank of America Private Wealth
Management, EIN: 56-0906609, 901 Main
Street, 17th Floor, Dallas, Texas
75202, telephone number (214)
209-2400, is the representative of the
Trust that will provide tax
information in accordance with
applicable Treasury Regulations
governing the information reporting
requirements of the Trust as a WHFIT.
Tax information is also posted by the
Trustee at
www.dom-dominionblackwarriortrust.com.
Notwithstanding the foregoing, the
middlemen holding Trust Units on
behalf of Unitholders, and not the
Trustee of the Trust, are solely
responsible for complying with the
information reporting requirements
under the Treasury Regulations with
respect to such Trust Units, including
the issuance of IRS Forms 1099 and
certain written tax statements.
Unitholders whose Trust Units are held
by middlemen should consult with such
middlemen regarding the information
that will be reported to them by the
middlemen with respect to the Trust
Units.
 21




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ERISA CONSIDERATIONS
   
 STATE TAX CONSIDERATIONS
 THE FOLLOWING IS INTENDED AS A BRIEF SUMMARY OF CERTAIN INFORMATION REGARDING STATE INCOME
TAXES AND OTHER STATE TAX MATTERS AFFECTING THE TRUST AND UNITHOLDERS. UNITHOLDERS SHOULD
THEREFORE CONSULT THE UNITHOLDERS TAX ADVISOR REGARDING STATE INCOME TAX FILING AND COMPLIANCE
MATTERS.
 Alabama Income Tax
    22




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Alabama Business Privilege Tax
   Alabama Severance Taxes
  23




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Other Alabama Taxes
  
 REGULATION AND PRICES
 Regulation of Natural Gas
      24




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Environmental Regulation
    25




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Competition, Markets and Prices
     26




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Item 1A. Risk Factors
 Risks Related to the Oil and Gas Industry
 Crude oil and natural gas prices are volatile and fluctuate in response to a number of factors.
Lower prices could reduce or eliminate the net proceeds payable to the Trust and Trust
distributions.
  
    
    political conditions in major oil producing regions, especially the Middle East;
    
    worldwide economic conditions;
    
    weather conditions;
    
    the supply and price of domestic and foreign crude oil or natural gas;
    
    the level of consumer demand;
    
    the price and availability of alternative fuels;
    
    the proximity to, and capacity of, transportation facilities;
    
    the effect of worldwide energy conservation measures; and
    
    the nature and extent of governmental regulation and taxation.
  Reserve estimates depend on many assumptions that may prove to be inaccurate, which could cause
both estimated reserves and estimated future net revenues to be too high, leading to write-downs
of estimated reserves.
   28




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
    
    historical production from the area compared with production rates from similar
producing areas;
    
    the effects of governmental regulation;
    
    assumptions about future commodity prices, production and development costs, taxes, and
capital expenditures;
    
    the availability of enhanced recovery techniques; and
    
    relationships with landowners, working interest partners, pipeline companies and others.
  Terrorism and continued hostilities in the Middle East could decrease Trust distributions or the
market price of the Units.
  Risks Related to the Trust and Ownership of the Units
 The assets of the Trust are depleting assets and, if the operators developing the Underlying
Properties do not perform additional development projects, the assets may deplete faster than
expected. Eventually, the assets of the Trust will cease to produce in commercial quantities and
the Trust will cease to receive proceeds from such assets. In addition, a reduction in depletion
tax benefits may reduce the market value of the Units.
  29




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Unitholders and the Trustee have no influence over the operations on, or future development of,
the Underlying Properties.
  The market price for the Units may not reflect the value of the Royalty Interests held by the
Trust.
  The Company may transfer its interest in any Underlying Property without the consent of the
Trust or the Unitholders.
  30




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The obligations of Walter Exploration & Production to pay certain amounts if they are not paid
by the Company may terminate upon a sale by the Company of its interests in the Underlying
Properties or a sale by Walter Exploration & Production of its equity ownership interest in the
Company.
  The Company may abandon the Underlying Properties, thereby terminating the related Royalty
Interest payable to the Trust.
  The Royalty Interests can be sold and the Trust would be terminated.
  31




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Unitholders have limited voting rights.
  Financial information of the Trust is not prepared in accordance with GAAP.
  Unitholders May Lack Limited Liability.
  Cash held by the Trustee is not insured by the Federal Deposit Insurance Corporation, and
future royalty income may be subject to risks relating to the creditworthiness of third parties.
  
 Item 1B. Unresolved Staff Comments
 32
    Table of Contents   
 Item 2. Properties
 
 THE ROYALTY INTERESTS
   The Underlying Properties
 Black Warrior Basin
    33




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Present Activities  Well Count and Acreage Summary.
 Number of Wells
    
    
    AcresGross
    
    
    Net
    
    
    Gross
    
    
    NetCompany Interests
    
    
    532
    
    
    
    519
    
    
    
    34,212
    
    
    
    33,363
 Royalty Interests, Company Interests and Retained Interests.
  34




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Water Removal and Disposal.
 Curtailments.
 Federal Lands.
  Additional Wells.
  35




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The Royalty Interests
 Summary of Conveyance.
 Expenses Borne by Royalty Interests.
 Operating Standard.
 Infill Drilling.
 Pratt Recompletions.
 Right to Take In-Kind.
 Pooling and Unitization.
 Right to Assign Company Interests.
 Sale or Assignment of Royalty Interests.
 36




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Books and Records.
 Computation and Payment.
  Reserve Estimate
 Reserve Estimate.
 37




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Summary
of Gas Reserves as of December 31, 2010 Based on
Average Fiscal-Year Prices
 December 31, 2010Net Proved (MMcf) (a):Developed
    
    
    14,690Undeveloped
    
    
    0Total Proved
    
    
    14,690Estimated Future Net Revenues (in thousands) (a)(b):2011
    
    $
    7,8222012
    
    
    6,9272013
    
    
    6,1272014
    
    
    5,4072015
    
    
    4,754Thereafter
    
    
    29,274Total
    
    $
    60,311Total Discounted at 10 Percent
    
    $
    36,497
 
 (a)
    
    The estimates of reserves and future net revenues summarized in this table are based upon a
price of $4.37 per Mcf, which represented the average market price for gas in their fields
during the 12-month period prior to December 31, 2010, determined as an unweighted arithmetic
average of the first day of the month price for each month within such period. This price may
not be the most representative price for estimating reserves or related future net revenues
data.(b)
    
    Estimated future net revenues are defined as the total revenues attributable to the Royalty
Interests for gas production less the relevant share of production, property and related taxes
(including severance taxes). Overhead costs have not been included, nor have the effects of
depreciation, depletion and federal income tax. Estimated future net revenues and discounted
estimated future net revenues are not intended and should not be interpreted as representing
the fair market value for the estimated reserves.   38




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Drilling and other exploratory and development activities.
 Miscellaneous.
 39




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Natural Gas Sales Prices and Production
  Year ended December 31,2010
    
    2009
    
    2008Production attributable to the Royalty Interests (Bcf)
    
    
    2.4
    
    
    
    2.7
    
    
    
    3.1Weighted average property, production (per Mcf)
    
    $
    0.26
    
    
    $
    0.24
    
    
    $
    0.54Average Sales Price or Contract Price, as applicable (per Mcf)
    
    $
    4.41
    
    
    $
    4.03
    
    
    $
    9.20
 Gas Purchase Agreement
   40




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No Control by Trust.
  Operating Agreement.
 Sale and Abandonment of Underlying Properties
   Walter Exploration & Productions Assurances
  41




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Title to Properties
   42




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Item 3. Legal Proceedings.
 Southwest Royalties, Inc. v. Dominion
Black Warrior Basin, Inc., et al
 
 Item 4. Reserved.
 43




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PART II.
 
 Item 5. Market for Registrants Common Equity, Related Stockholder Matters and Issuer
Purchases of Equity Securities.
 Price

    
    DistributionHigh
    
    Low
    
    per Unit2010First Quarter
    
    $
    15.63
    
    
    $
    12.94
    
    
    $
    0.272321Second Quarter
    
    $
    14.50
    
    
    $
    11.01
    
    
    $
    0.321086Third Quarter
    
    $
    14.98
    
    
    $
    11.02
    
    
    $
    0.277926Fourth Quarter
    
    $
    16.35
    
    
    $
    13.13
    
    
    $
    0.2916942009First Quarter
    
    $
    20.49
    
    
    $
    11.25
    
    
    $
    0.578705Second Quarter
    
    $
    19.95
    
    
    $
    14.70
    
    
    $
    0.359399Third Quarter
    
    $
    17.05
    
    
    $
    13.73
    
    
    $
    0.264913Fourth Quarter
    
    $
    16.78
    
    
    $
    14.01
    
    
    $
    0.246351
   Item 6.
    Selected Financial Data.
 Year Ended December 31,2010
    
    2009
    
    2008
    
    2007
    
    2006Royalty Income
    
    $
    10,207,523
    
    
    $
    12,425,827
    
    
    $
    26,537,428
    
    
    $
    21,962,082
    
    
    $
    31,403,042Distributable Income
    
    $
    9,185,598
    
    
    $
    11,197,573
    
    
    $
    25,644,510
    
    
    $
    20,912,169
    
    
    $
    30,467,067Distributable Income per Unit
    
    $
    1.17
    
    
    $
    1.43
    
    
    $
    3.27
    
    
    $
    2.66
    
    
    $
    3.88Distributions per Unit
    
    $
    1.16
    
    
    $
    1.45
    
    
    $
    3.24
    
    
    $
    2.68
    
    
    $
    3.88Total Assets, December 31
    
    $
    16,812,650
    
    
    $
    19,513,673
    
    
    $
    23,055,462
    
    
    $
    26,676,808
    
    
    $
    30,692,809Total Corpus, December 31
    
    $
    16,653,530
    
    
    $
    19,345,951
    
    
    $
    22,941,064
    
    
    $
    26,353,024
    
    
    $
    30,444,631
 44




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Item 7. Trustees Discussion and Analysis of Financial Condition and Results of Operations.
     45




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For 12 Months EndedSeptember 30,2010
    
    2009
    
    2008Production (Bcf)(1)
    
    
    2.410
    
    
    
    2.758
    
    
    
    3.098Production (MMBtu)(2)
    
    
    2.406
    
    
    
    2.761
    
    
    
    3.104Average Sales or Contract Price Received
($/MMBtu)
    
    $
    4.50
    
    
    $
    4.79
    
    
    $
    9.10Average Index Price ($/MMBtu)
    
    $
    4.50
    
    
    $
    4.46
    
    
    $
    9.35
 
 (1)
    
    Billion cubic feet of natural gas.(2)
    
    Trillion British Thermal Units.   46




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Critical Accounting Policies and Estimates
  1. Basis of Accounting
  
    
    Royalty income and interest income are recorded in the period in which amounts are received
by the Trust rather than in the period of production and accrual, respectively.
 47




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
    
    General and administrative expenses are recorded based on liabilities paid and cash
reserves established out of cash received.
 
    
    Amortization of the Royalty Interests is calculated on a unit-of-production basis and
charged directly to Trust corpus based upon when revenues are received.
 
    
    Distributions to Unitholders are recorded when declared by the Trustee (see Financial
Statements and Supplementary Data  Notes to Financial Statements  Note 5).
  2. Impairment
  3. Revenue Recognition
  4. Reserve Disclosure
   48




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##### Table of Contents



5. Contingencies
  Southwest Royalties, Inc. v. Dominion
Black Warrior Basin, Inc., et al
 New
Accounting Pronouncements
 FASB Accounting Standards Codification
 Liquidity and Capital Resources
  Off-Balance Sheet Arrangements
  49




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Tabular Disclosure of Contractual Obligations
 Payments Due by PeriodLess than 1
    
    1 - 3
    
    3 - 5
    
    More thanContractual Obligations
    
    
    Total
    
    
    Year
    
    Years
    
    Years
    
    5 YearsDistribution declared
subsequent to year end
    
    $
    1,794,950
    
    
    $
    1,794,950
    
    
    
    0
    
    
    
    0
    
    
    
    0Total
    
    $
    1,794,950
    
    
    $
    1,794,950
    
    
    
    0
    
    
    
    0
    
    
    
    0
  Forward-Looking Statements
  Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
 50




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51




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Item 8.
    
    Financial Statements and Supplementary Data.
 
  
     Internal ControlIntegrated Framework
 DELOITTE & TOUCHE LLP
 
 52




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DOMINION RESOURCES BLACK WARRIOR TRUST  FINANCIAL STATEMENTS
 Statements of Assets, Liabilities and Trust Corpus
 December 31,2010
    
    
    2009ASSETSCash and cash equivalents
    
    $
    60,357
    
    
    $
    13,123Royalty interests in gas properties (less accumulated
amortization of $139,065,207 and
$136,316,950, respectively)
    
    
    16,752,293
    
    
    
    19,500,550Total Assets
    
    $
    16,812,650
    
    
    $
    19,513,673LIABILITIES AND TRUST CORPUSTrust expenses payable
    
    $
    159,120
    
    
    $
    167,722Trust corpus
(7,850,000 units of beneficial interest authorized, issued and outstanding)
    
    
    16,653,530
    
    
    
    19,345,951Total Liabilities and Trust Corpus
    
    $
    16,812,650
    
    
    $
    19,513,673
 Statements of Distributable Income
 Year Ended December 31,2010
    
    
    2009
    
    
    2008Royalty income
    
    $
    10,207,523
    
    
    $
    12,425,827
    
    
    $
    26,537,428Interest income
    
    
    905
    
    
    
    4,639
    
    
    
    38,33810,208,428
    
    
    
    12,430,466
    
    
    
    26,575,766General and administrative expenses
    
    
    (1,022,830
    )
    
    
    (1,232,893
    )
    
    
    (931,256
    )Distributable income
    
    $
    9,185,598
    
    
    $
    11,197,573
    
    
    $
    25,644,510Distributable income per unit
(7,850,000 units)
    
    $
    1.17
    
    
    $
    1.43
    
    
    $
    3.27Distributions per unit
    
    $
    1.16
    
    
    $
    1.45
    
    
    $
    3.24
 Statements of Changes in Trust Corpus
 Year Ended December 31,2010
    
    
    2009
    
    
    2008Trust corpus, beginning of period
    
    $
    19,345,951
    
    
    $
    22,941,064
    
    
    $
    26,353,024Amortization of Royalty Interests
    
    
    (2,748,257
    )
    
    
    (3,415,148
    )
    
    
    (3,584,906
    )Distributable income
    
    
    9,185,598
    
    
    
    11,197,573
    
    
    
    25,644,510Distributions to Unitholders
    
    
    (9,129,762
    )
    
    
    (11,377,538
    )
    
    
    (25,471,564
    )$
    16,653,530
    
    
    $
    19,345,951
    
    
    $
    22,941,064
  53




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Notes to Financial Statements  Years Ended December 31, 2010, 2009 and 2008
 1. Trust Organization and Provisions
      54




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2. Basis of Accounting
  
    
    Royalty income and interest income are recorded in the period in which amounts are received
by the Trust rather than in the period of production and accrual, respectively.
 55




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
    
    General and administrative expenses are recorded based on liabilities paid and cash
reserves established out of cash received.
    
    Amortization of the Royalty Interests is calculated on a unit-of-production basis and
charged directly to Trust corpus based upon when revenues are received.
    
    Distributions to Unitholders are recorded when declared by the Trustee (see Note 5).
  Use of Estimates
  Impairment
  Distributable Income Per Unit
  3. New Accounting Pronouncements
 FASB Accounting Standards Codification
 56




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##### Table of Contents



4. Federal Income Taxes
   www.dom-dominionblackwarriortrust.com
  5. Related Party Transactions
   57




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6. Distributions to Unitholders
   58




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7. Subsequent Events
  Quarterly
    
    
    
    DistributionRecord Date
    
    Payment Date
    
    per UnitMarch 1, 2011
    
    March 11, 2011
    
    $0.228656
 8. Quarterly Financial Data (Unaudited)
  Royalty
    
    
    Distributable
    
    
    DistributableCalendar Quarter
    
    Income
    
    
    Income
    
    
    Income per Unit2010First
    
    $
    2,513
    
    
    $
    2,236
    
    
    $
    .28Second
    
    
    2,830
    
    
    
    2,531
    
    
    
    .32Third
    
    
    2,393
    
    
    
    2,204
    
    
    
    .28Fourth
    
    
    2,472
    
    
    
    2,215
    
    
    
    .29$
    10,208
    
    
    $
    9,186
    
    
    $
    1.172009First
    
    $
    4,773
    
    
    $
    4,362
    
    
    $
    0.56Second
    
    
    3,171
    
    
    
    2,855
    
    
    
    0.36Third
    
    
    2,319
    
    
    
    2,105
    
    
    
    0.27Fourth
    
    
    2,163
    
    
    
    1,876
    
    
    
    0.24$
    12,426
    
    
    $
    11,198
    
    
    $
    1.43
  Royalty income
    
    $
    2,472Interest income
    
    
    General and administrative expenses
    
    
    (257
    )Distributable income
    
    $
    2,215Distributable income per Unit
    
    
    0.29Distributions per Unit
    
    
    0.29
 59




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9. Supplemental Gas Disclosure (Unaudited)
      Proved developed reserves at January 1, 2008
    
    
    22,597Revisions of previous estimates
    
    
    301Production (MMcf)
    
    
    (3,098
    )Proved developed reserves at December 31, 2008
    
    
    19,800Revisions of previous estimates
    
    
    (1,292
    )Production (MMcf)
    
    
    (2,758
    )Proved developed reserves at December 31, 2009
    
    
    15,750Revisions of previous estimates
    
    
    1,350Production (MMcf)
    
    
    (2,410
    )Proved developed reserves at December 31, 2010
    
    
    14,690
 60




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2010
    
    
    2009
    
    
    2008Future cash inflows
    
    $
    64,160
    
    
    $
    55,145
    
    
    $
    102,862Future severance taxes
    
    
    (3,850
    )
    
    
    (3,309
    )
    
    
    (6,171
    )Future net cash flows
    
    
    60,310
    
    
    
    51,836
    
    
    
    96,69110% annual discount for estimated timing
of cash flow
    
    
    (23,813
    )
    
    
    (19,311
    )
    
    
    (39,321
    )Standardized measure of discounted
future net cash flows
    
    $
    36,497
    
    
    $
    32,525
    
    
    $
    57,370
   2010
    
    
    2009
    
    
    2008Balance at beginning of period
    
    $
    32,525
    
    
    $
    57,370
    
    
    $
    84,849Increase (decrease) due to:Royalty income, net of taxes
    
    
    (10,208
    )
    
    
    (12,426
    )
    
    
    (26,537
    )Changes in prices
    
    
    5,012
    
    
    
    (19,589
    )
    
    
    (21,711
    )Changes in estimated volumes
    
    
    5,915
    
    
    
    1,433
    
    
    
    12,285Accretion of discount
    
    
    3,253
    
    
    
    5,737
    
    
    
    8,485Balance at December 31
    
    $
    36,497
    
    
    $
    32,525
    
    
    $
    57,370
 61




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##### Table of Contents



10. Gas Purchase Agreement
   11. Contingencies
  Southwest Royalties, Inc. v. Dominion
Black Warrior Basin, Inc., et al
 62




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Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
 
 Item 9A. Controls and Procedures.
 Disclosure Controls and Procedures
  Changes in Internal Control Over Financial Reporting
  Trustees Report on Internal Control Over Financial Reporting
 Internal Control-Integrated Framework Internal Control-Integrated Framework
 63




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##### Table of Contents



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
 Internal
ControlIntegrated Framework
     64




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Internal ControlIntegrated Framework
  DELOITTE & TOUCHE LLP
 Item 9B. Other Information.
 65




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##### Table of Contents



PART III.
 
 Item 10. Directors, Executive Officers and Corporate Governance.
 Directors and Executive Officers
 Audit Committee and Nominating Committee.
 Compliance with Section 16(a) of the Exchange Act
 Code of Ethics.
 
 Item 11. Executive Compensation.
 Compensation Committee.
  Ongoing Administrative Expenses.
 Compensation of the Trustee.
 66




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##### Table of Contents



Compensation of the Transfer Agent.
 Fees to Walter Exploration & Production.
 
 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters.
 Security Ownership of Certain Beneficial Owners.
 Security Ownership of Management.
 Changes in Control.
 Securities Authorized for Issuance Under Equity Compensation Plans
 
 Item 13. Certain Relationships and Related Transactions, and Director Independence.
 Administrative Services Agreement
  67




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##### Table of Contents



Walter Exploration & Productions Conditional Right of Repurchase
  Potential Conflicts of Interest
  Obligations of Company Interests Owner may exceed its share of distributions and tax credits.
 Sale or abandonment of Underlying Properties may terminate assurances.
 68




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##### Table of Contents



Walter Exploration & Production may profit from contracts with the Trust.
 
 Item 14. Principal Accounting Fees and Services.
  2010
    
    2009Audit Fees
    
    $
    114,500
    
    
    $
    182,500Audit-related fees
    
    
    
    
    
    
    Tax fees
    
    
    
    
    
    
    All other fees
    
    
    
    
    
    
    $
    114,500
    
    
    $
    182,500
  
 PART IV.
 
 Item 15. Exhibits, Financial Statement Schedules.
 Financial Statements (included in Item 8 of this report)
      Financial Statement Schedules
  69




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##### Table of Contents



Exhibits
 No.
    
    
    
    Exhibit3.1
    
    
    
    Trust Agreement of Dominion Resources Black Warrior Trust dated as of May
31, 1994, by and among Dominion Black Warrior Basin, Inc., Dominion
Resources, Inc., Mellon Bank (DE) National Association and NationsBank,
N.A. (as successor to NationsBank of Texas, N.A.) (filed as Exhibit 3.1 to
Dominion Resources, Inc.s Registration Statement* on Form S-3 (No.
33-53513), and incorporated herein by reference).3.2
    
    
    
    First Amendment of Trust Agreement of Dominion Resources Black Warrior
Trust dated as of June 27, 1994, by and among Dominion Black Warrior Basin,
Inc., Dominion Resources, Inc., Mellon Bank (DE) National Association and
NationsBank, N.A. (as successor to NationsBank of Texas, N.A.) (filed as
Exhibit 3.2 to the Registrants Form 10-Q for the quarter ended June 30,
1994 and incorporated herein by reference).10.1
    
    
    
    Overriding Royalty Conveyance dated as of June 28, 1994, from Dominion
Black Warrior Basin, Inc. to Dominion Resources Black Warrior Trust (filed
as Exhibit 10.1 to the Registrants Form 10-Q for the quarter ended June
30, 1994 and incorporated herein by reference).10.2
    
    
    
    Administrative Services Agreement dated as of June 1, 1994, by and between
Dominion Resources, Inc. and Dominion Resources Black Warrior Trust (filed
as Exhibit 10.2 to the Registrants Form 10-Q for the quarter ended June
30, 1994 and incorporated herein by reference).10.3
    
    
    
    Amendment to and Ratification of Overriding Royalty Conveyance dated as of
November 20, 1994, among Dominion Black Warrior Basin, Inc., NationsBank,
N.A. (as successor to NationsBank of Texas, N.A.), and Mellon Bank (DE)
National Association (filed as Exhibit 10.3 to the Registrants Form 10-K
for the year ended December 31, 1994 and incorporated herein by reference).10.4
    
    
    
    Gas Purchase Agreement, dated as of May 3, 1994, between Sonat Marketing
and the Company (filed as Exhibit 10.2 to Dominion Resources, Inc.s
Registration Statement* on Form S-3 (No. 33-53513), and incorporated herein
by reference).10.5
    
    
    
    Amendment to Gas Purchase Agreement dated May 16, 1996, between Sonat
Marketing Company L.P. and Dominion Black Warrior Basin, Inc. (filed as
Exhibit 10.1 to the Registrants Form 10-Q for the quarter ended June 30,
1996 and incorporated herein by reference).10.6
    
    
    
    Amendment to Gas Purchase Agreement dated April 9, 1998, between Sonat
Marketing Company L.P. and Dominion Black Warrior Basin, Inc. (filed as
Exhibit 10.6 to the Registrants Form 10-K for the year ended December 31,
1998 and incorporated herein by reference).
 70




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##### Table of Contents



No.
    
    
    
    Exhibit10.7
    
    
    
    Amendment to Gas Purchase Agreement dated July 1, 1999, between Sonat
Marketing Company L.P. and Dominion Black Warrior Basin, Inc. (filed as
Exhibit 10.7 to the Registrants Form 10-K for the year ended December 31,
1999 and incorporated herein by reference).10.8
    
    
    
    Amendment to Gas Purchase Agreement dated July 1, 2000, between El Paso
Merchant Energy Gas, L.P., as successor to Sonat Marketing Company L.P.,
and Dominion Black Warrior Basin, Inc. (filed as Exhibit 4 to the
Registrants Form 10-Q for the quarter ended September 30, 2000 and
incorporated herein by reference).10.9
    
    
    
    Amendment to Gas Purchase Agreement dated July 1, 2001, between El Paso
Merchant Energy Gas, L.P., as successor to Sonat Marketing Company L.P.,
and Dominion Black Warrior Basin, Inc. (filed as an exhibit to the
Registrants Form 10-Q for the quarter ended September 30, 2001 and
incorporated herein by reference).10.10
    
    
    
    Amendment to Gas Purchase Agreement dated July 1, 2002 between El Paso
Merchant Energy, L.P., as successor to Sonat Marketing Company L.P., and
Dominion Black Warrior Basin, Inc. (filed as Exhibit 10.1 to the
Registrants Form 10-Q for the quarter ended September 30, 2002 and
incorporated herein by reference).10.11
    
    
    
    Assignment and Assumption Agreement, dated as of July 31, 2007, between
Dominion Resources and HighMount Exploration & Production Alabama (filed as
Exhibit 10.1 to the Registrants Form 10-Q for the quarter ended June 30,
2007 and incorporated herein by reference).23.1
    
    
    
    Consent of Ralph E. Davis Associates, Inc., independent petroleum engineers.31.1
    
    
    
    Certification required by Rule 13a-14(a)/15d-14(a).32.1
    
    
    
    Certification required by Rule 13a-14(b)/15d-14(b) and Section 906 of the
Sarbanes Oxley Act of 2002.99.1
    
    
    
    The information under the sections captioned Federal Income Tax
Consequences and ERISA Considerations of the Prospectus dated June 21,
1994, which constitutes a part of the Registration Statement on Form S-3 of
Dominion Resources, Inc.* (Registration No. 33-53513) and is incorporated
herein by reference.99.2
    
    
    
    Summary of Reserve Report, dated
March 4, 2011, on the estimated
reserves, estimated future net revenues and the discounted estimated future
net revenues attributable to the Royalty Interests as of December 31, 2010,
prepared by Ralph E. Davis & Associates Petroleum Engineers, independent
petroleum engineers.
 
 *
    
    On its own behalf and as sponsor of the Dominion Resources Black Warrior Trust 71




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SIGNATURES
 Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
 Dominion Resources Black Warrior Trust
By: Bank of America, N.A., TrusteeBy:
    /s/ Ron E. HooperRon E. HooperSenior Vice President and Administrator  (The Registrant has no directors or executive officers.)
 72




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No.
    
    
    
    Exhibit3.1
    
    
    
    Trust Agreement of Dominion Resources Black Warrior Trust dated as of May
31, 1994, by and among Dominion Black Warrior Basin, Inc., Dominion
Resources, Inc., Mellon Bank (DE) National Association and NationsBank,
N.A. (as successor to NationsBank of Texas, N.A.) (filed as Exhibit 3.1 to
Dominion Resources, Inc.s Registration Statement* on Form S-3 (No.
33-53513), and incorporated herein by reference).3.2
    
    
    
    First Amendment of Trust Agreement of Dominion Resources Black Warrior
Trust dated as of June 27, 1994, by and among Dominion Black Warrior Basin,
Inc., Dominion Resources, Inc., Mellon Bank (DE) National Association and
NationsBank, N.A. (as successor to NationsBank of Texas, N.A.) (filed as
Exhibit 3.2 to the Registrants Form 10-Q for the quarter ended June 30,
1994 and incorporated herein by reference).10.1
    
    
    
    Overriding Royalty Conveyance dated as of June 28, 1994, from Dominion
Black Warrior Basin, Inc. to Dominion Resources Black Warrior Trust (filed
as Exhibit 10.1 to the Registrants Form 10-Q for the quarter ended June
30, 1994 and incorporated herein by reference).10.2
    
    
    
    Administrative Services Agreement dated as of June 1, 1994, by and between
Dominion Resources, Inc. and Dominion Resources Black Warrior Trust (filed
as Exhibit 10.2 to the Registrants Form 10-Q for the quarter ended June
30, 1994 and incorporated herein by reference).10.3
    
    
    
    Amendment to and Ratification of Overriding Royalty Conveyance dated as of
November 20, 1994, among Dominion Black Warrior Basin, Inc., NationsBank,
N.A. (as successor to NationsBank of Texas, N.A.), and Mellon Bank (DE)
National Association (filed as Exhibit 10.3 to the Registrants Form 10-K
for the year ended December 31, 1994 and incorporated herein by reference).10.4
    
    
    
    Gas Purchase Agreement, dated as of May 3, 1994, between Sonat Marketing
and the Company (filed as Exhibit 10.2 to Dominion Resources, Inc.s
Registration Statement* on Form S-3 (No. 33-53513), and incorporated herein
by reference).10.5
    
    
    
    Amendment to Gas Purchase Agreement dated May 16, 1996, between Sonat
Marketing Company L.P. and Dominion Black Warrior Basin, Inc. (filed as
Exhibit 10.1 to the Registrants Form 10-Q for the quarter ended June 30,
1996 and incorporated herein by reference).10.6
    
    
    
    Amendment to Gas Purchase Agreement dated April 9, 1998, between Sonat
Marketing Company L.P. and Dominion Black Warrior Basin, Inc. (filed as
Exhibit 10.6 to the Registrants Form 10-K for the year ended December 31,
1998 and incorporated herein by reference).
 73




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No.
    
    
    
    Exhibit10.7
    
    
    
    Amendment to Gas Purchase Agreement dated July 1, 1999, between Sonat
Marketing Company L.P. and Dominion Black Warrior Basin, Inc. (filed as
Exhibit 10.7 to the Registrants Form 10-K for the year ended December 31,
1999 and incorporated herein by reference).10.8
    
    
    
    Amendment to Gas Purchase Agreement dated July 1, 2000, between El Paso
Merchant Energy Gas, L.P., as successor to Sonat Marketing Company L.P.,
and Dominion Black Warrior Basin, Inc. (filed as Exhibit 4 to the
Registrants Form 10-Q for the quarter ended September 30, 2000 and
incorporated herein by reference).10.9
    
    
    
    Amendment to Gas Purchase Agreement dated July 1, 2001, between El Paso
Merchant Energy Gas, L.P., as successor to Sonat Marketing Company L.P.,
and Dominion Black Warrior Basin, Inc. (filed as an exhibit to the
Registrants Form 10-Q for the quarter ended September 30, 2001 and
incorporated herein by reference).10.10
    
    
    
    Amendment to Gas Purchase Agreement dated July 1, 2002 between El Paso
Merchant Energy, L.P., as successor to Sonat Marketing Company L.P., and
Dominion Black Warrior Basin, Inc. (filed as Exhibit 10.1 to the
Registrants Form 10-Q for the quarter ended September 30, 2002 and
incorporated herein by reference).10.11
    
    
    
    Assignment and Assumption Agreement, dated as of July 31, 2007, between
Dominion Resources and HighMount Exploration & Production Alabama (filed as
Exhibit 10.1 to the Registrants Form 10-Q for the quarter ended June 30,
2007 and incorporated herein by reference).23.1
    
    
    
    Consent of Ralph E. Davis Associates, Inc., independent petroleum engineers.31.1
    
    
    
    Certification required by Rule 13a-14(a)/15d-14(a).32.1
    
    
    
    Certification required by Rule 13a-14(b)/15d-14(b) and Section 906 of the
Sarbanes Oxley Act of 2002.99.1
    
    
    
    The information under the sections captioned Federal Income Tax
Consequences and ERISA Considerations of the Prospectus dated June 21,
1994, which constitutes a part of the Registration Statement on Form S-3 of
Dominion Resources, Inc.* (Registration No. 33-53513) and is incorporated
herein by reference.99.2
    
    
    
    Summary of Reserve Report, dated
March 4, 2011, on the estimated
reserves, estimated future net revenues and the discounted estimated future
net revenues attributable to the Royalty Interests as of December 31, 2010,
prepared by Ralph E. Davis & Associates Petroleum Engineers, independent
petroleum engineers.
 
 *
    
    On its own behalf and as sponsor of the Dominion Resources Black Warrior Trust 74