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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, 2005
 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
    
    75-6461716(State or other jurisdiction of
    
    (I.R.S. employerincorporation or organization)
    
    identification number)
 Trust Division
Royalty Trust Group
Bank of America, N.A.
901 Main Street
17th Floor
Dallas, Texas 75202
 
 SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
 Title of Each Class
    
    Name of Each Exchange on
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
 þ
  Large accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer o
 o þ
   DOCUMENTS INCORPORATED BY REFERENCE




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TABLE OF CONTENTS
 PART I.
    
    
    3Item 1. Business.
    
    
    3GLOSSARY
    
    
    3DESCRIPTION OF THE TRUST
    
    
    7DESCRIPTION OF UNITS
    
    
    12FEDERAL INCOME TAX CONSIDERATIONS
    
    
    17ERISA CONSIDERATIONS
    
    
    21STATE TAX CONSIDERATIONS
    
    
    21REGULATION AND PRICES
    
    
    23Item 1A. Risk Factors.
    
    
    26Item 1B. Unresolved Staff Comments. None.
    
    
    29Item 2. Properties.
    
    
    30THE ROYALTY INTERESTS
    
    
    30Item 3. Legal Proceedings.
    
    
    39Item 4. Submission of Matters to a Vote of Security Holders.
    
    
    39PART II.
    
    
    40Item 5. Market for Registrants Common Equity, Related Stockholder
Matters and Issuer Purchases of Equity Securities.
    
    
    40Item 6. Selected Financial Data.
    
    
    40Item 7. Trustees Discussion and Analysis of Financial Condition and
Results of Operations.
    
    
    41Item 8. Financial Statements and Supplementary Data.
    
    
    47REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
    
    
    47Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.
    
    
    56Item 9A. Controls and Procedures.
    
    
    56PART III.
    
    
    58Item 10. Directors and Executive Officers of the Registrant.
    
    
    58Item 11. Executive Compensation.
    
    
    58Item 12. Security Ownership of Certain Beneficial Owners and Management.
    
    
    59Item 13. Certain Relationships and Related Transactions.
    
    
    59Item 14. Principal Accounting Fees and Services.
    
    
    60PART IV.
    
    
    61Item 15. Exhibits, Financial Statement Schedules.
    
    
    61Consent of Ralph E. Davis Associates, Inc.Certification Required by Rule 13a-14(a)/15d-14(a)Certification Required by Rule 13a-14(b)/15d-14(b)Summary of Reserve Report
  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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6




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DESCRIPTION OF THE TRUST
  Creation and Organization of the Trust
  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
  8




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Liabilities of the Trust
  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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Possible Divestiture of Units
  Periodic Reports
  14




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Voting Rights of Unitholders
    15




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Liability of Unitholders
  Transfer Agent
  Website/SEC Filings
  16




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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.
     Summary of Certain Federal Income Tax Consequences
  17




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##### Table of Contents



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
2005, the Trust earned interest
income on funds held for
distribution and made adjustments
to the cash reserve maintained for
the payment of contingent and
future obligations of the Trust.
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.
 18




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Section 29 Tax Credits
    
    Coal seam gas produced and sold
after December 31, 2002, no longer
generates a Section 29 tax credit
under the Code. Therefore,
Unitholders are not entitled to
claim Section 29 tax credits for
coal seam gas produced and sold
after 2002. However, a Unitholder
may benefit from unused Section 29
tax credits for alternative
minimum tax purposes. Before its
expiration, the Section 29 tax
credit could be used only to the
extent that a Unitholders regular
tax liability exceeded the
Unitholders tentative minimum tax
liability after the regular tax
liability had been reduced by the
foreign tax credit and certain
nonrefundable personal credits.
Any part of the Section 29 tax
credit not allowed for the tax
year solely because of this
alternative minimum tax limitation
was subject to certain carryover
provisions relating to the
alternative minimum tax
calculation. These carryover
provisions continue to apply for
tax years ending before 2006.
Therefore, for taxpayers with tax
years ending on or before December
31, 2005, the alternative minimum
tax limitation is increased by the
amount of Section 29 tax credits
disallowed in prior years, even
though the Section 29 tax credit
is no longer allowed for coal seam
gas produced and sold after 2002.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). 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.
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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
in 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 United
States Treasury regulations govern
dispositions of property after
March 13, 1995. The Service will
likely 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.Tax Shelter Registration
    
    The Trust is registered as a tax
shelter, and its tax shelter
registration number is
94-277000355. Issuance of a tax
shelter registration number does
not indicate that the investment
in Units or the claimed tax
benefits have been reviewed,
examined or approved by the IRS.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.
 20




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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
    21




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Alabama Business Privilege Tax
   Alabama Severance Taxes
  Other Alabama Taxes
  22




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REGULATION AND PRICES
 Regulation of Natural Gas
      23




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Environmental Regulation
    Competition, Markets and Prices
  24




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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 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.
   
    
    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;
 26




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
    
    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.
   Unitholders and the Trustee have no influence over the operations on, or future development of,
the Underlying Properties.
 27




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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.
  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.
  28




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Unitholders have limited voting rights and have limited ability to enforce the Trusts rights
against the Company, as the current operator, or future operators developing the Underlying
Properties.
  Financial information of the Trust is not prepared in accordance with GAAP.
  Unitholders May Lack Limited Liability.
  
 Item 1B. Unresolved Staff Comments
 29




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Item 2. Properties
 
 THE ROYALTY INTERESTS
   The Underlying Properties
 Black Warrior Basin
   Well Count and Acreage Summary.
 30




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Number of Wells
    
    
    AcresGross
    
    
    Net
    
    
    Gross
    
    
    NetCompany Interests
    
    
    532
    
    
    
    519
    
    
    
    34,212
    
    
    
    33,363
 Royalty Interests, Company Interests and Retained Interests.
  Water Removal and Disposal.
 Curtailments.
 Federal Lands.
 31




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Additional Wells.
   The Royalty Interests
 Summary of Conveyance.
 Expenses Borne by Royalty Interests.
 Operating Standard.
 Infill Drilling.
 32




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Pratt Recompletions.
 Right to Take In-Kind.
 Pooling and Unitization.
 Right to Assign Company Interests.
 Sale or Assignment of Royalty Interests.
 Books and Records.
 Computation and Payment.
  Reserve Estimate
 Reserve Estimate.
 33




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As ofRoyalty Interests
    
    January 1, 2006Net Proved Natural Gas Reserves (MMcf)(a)(b):Developed Producing
    
    
    33,291.6Estimated Future Net Revenues (in thousands) (a)(c):2006
    
    $
    31,9842007
    
    
    28,2142008
    
    
    24,9562009
    
    
    22,1122010
    
    
    19,618Thereafter
    
    
    149,259Total
    
    $
    276,143Total Discounted at 10 Percent
    
    $
    156,997
 
 (a)
    
    The estimates of reserves and future net revenues summarized in this table are based upon a
price of $9.591 per Mcf, which represented the market price for gas in their fields as of
December 31, 2005. This price may not be the most representative price for estimating
reserves or related future net revenues data.(b)
    
    As discussed in BusinessFederal Income Tax Considerations, coal seam gas produced and sold
after December 31, 2002, no longer generates a Section 29 tax credit.(c)
    
    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.    34




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Miscellaneous.
 Natural Gas Sales Prices and Production
  Year ended December 31,2005
    
    
    2004
    
    
    2003Production attributable to the Royalty Interests (Bcf)
    
    
    4.6
    
    
    
    4.7
    
    
    
    5.1Weighted average property, production and related taxes (per Mcf)
    
    $
    0.42
    
    
    $
    0.38
    
    
    $
    0.16Average Contract Price (per Mcf)
    
    $
    6.99
    
    
    $
    6.15
    
    
    $
    4.22
 Gas Purchase Agreement
  35




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36




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Operation of Properties
 No Control by Trust.
  Operating Agreement.
 Sale and Abandonment of Underlying Properties
  37




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Dominion Resources Assurances
    Title to Properties
   38




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Item 3. Legal Proceedings.
 
 Item 4. Submission of Matters to a Vote of Security Holders.
 39




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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 Unit2005First Quarter
    
    $
    43.53
    
    
    $
    34.11
    
    
    $
    .927955Second Quarter
    
    $
    42.20
    
    
    $
    34.82
    
    
    $
    .794980Third Quarter
    
    $
    50.25
    
    
    $
    40.51
    
    
    $
    .851136Fourth Quarter
    
    $
    51.20
    
    
    $
    39.00
    
    
    $
    1.3870162004First Quarter
    
    $
    29.50
    
    
    $
    25.76
    
    
    $
    .568977Second Quarter
    
    $
    30.58
    
    
    $
    26.26
    
    
    $
    .806399Third Quarter
    
    $
    34.74
    
    
    $
    30.00
    
    
    $
    .806256Fourth Quarter
    
    $
    38.80
    
    
    $
    32.33
    
    
    $
    .800067
   
 Item 6. Selected Financial Data.
 Year Ended December 31,2005
    
    
    2004
    
    
    2003
    
    
    2002
    
    
    2001Royalty Income
    
    $
    31,918,416
    
    
    $
    24,340,315
    
    
    $
    20,746,843
    
    
    $
    19,418,476
    
    
    $
    25,937,254Distributable Income
    
    $
    31,029,034
    
    
    $
    23,449,768
    
    
    $
    19,835,642
    
    
    $
    18,623,941
    
    
    $
    25,215,487Distributable Income per Unit
    
    $
    3.95
    
    
    $
    2.99
    
    
    $
    2.53
    
    
    $
    2.37
    
    
    $
    3.21Distributions per Unit
    
    $
    3.95
    
    
    $
    2.99
    
    
    $
    2.53
    
    
    $
    2.37
    
    
    $
    3.21Total Assets, December 31
    
    $
    34,838,807
    
    
    $
    39,946,530
    
    
    $
    44,820,393
    
    
    $
    50,566,037
    
    
    $
    57,819,259Total Corpus, December 31
    
    $
    34,582,715
    
    
    $
    39,819,581
    
    
    $
    44,689,580
    
    
    $
    50,441,689
    
    
    $
    57,707,439
 40




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Item 7. Trustees Discussion and Analysis of Financial Condition and Results of Operations.
      41




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For 12 Months EndedSeptember 30,2005
    
    
    2004
    
    
    2003Production (Bcf)(1)
    
    
    4.820
    
    
    
    4.825
    
    
    
    5.326Production (MMBtu)(2)
    
    
    4.860
    
    
    
    4.865
    
    
    
    5.367Average Contract Price Received ($/MMBtu)
    
    $
    6.99
    
    
    $
    5.33
    
    
    $
    4.13Average Index Price ($/MMBtu)
    
    $
    7.13
    
    
    $
    5.45
    
    
    $
    4.27
 
 (1)
    
    Billion cubic feet of natural gas.(2)
    
    Trillion British Thermal Units.   42




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Critical Accounting Policies and Estimates
  43




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1. New Accounting Pronouncements
 Accounting for Stock-Based
Compensation
 Accounting Changes and Error Corrections  A Replacement of APB Opinion No. 20 and FASB
Statement No. 3.
 Accounting for
Conditional Asset Retirement Obligations,
 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.
 
    
    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).
  3. Impairment
  4. Revenue Recognition
  44




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5. Reserve Disclosure
   6. Contingencies
  Liquidity and Capital Resources
  Off-Balance Sheet Arrangements
  45




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Tabular Disclosure of Contractual Obligations.
 Contractual Obligations
    
    Total
    
    
    Payments Due by PeriodLess than 1
    
    
    1 - 3
    
    
    3-5
    
    
    More thanYear
    
    
    Years
    
    
    Years
    
    
    5 YearsDistribution declared
subsequent to year end
    
    $
    11,860,808
    
    
    $
    11,860,808
    
    
    
    0
    
    
    
    0
    
    
    
    0Total
    
    $
    11,860,808
    
    
    $
    11,860,808
    
    
    
    0
    
    
    
    0
    
    
    
    0
  Forward-Looking Statements
  Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
 46




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Item 8.
Financial Statements and Supplementary Data.
 
  
     Internal Control-Integrated Framework
  
 47




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DOMINION RESOURCES BLACK WARRIOR TRUST
 FINANCIAL STATEMENTS
 
 Statements of Assets, Liabilities and Trust Corpus
 December 31,2005
    
    
    2004ASSETSCash and cash equivalents
    
    $
    190,234
    
    
    $
    126,590Royalty interests in gas properties (less accumulated
amortization of $121,168,927 and
$115,997,561, respectively)
    
    
    34,648,573
    
    
    
    39,819,940Total Assets
    
    $
    34,838,807
    
    
    $
    39,946,530LIABILITIES AND TRUST CORPUSTrust expenses payable
    
    $
    256,092
    
    
    $
    126,949Trust corpus (7,850,000 units of beneficial interest
authorized, issued and outstanding)
    
    
    34,582,715
    
    
    
    39,819,581Total Liabilities and Trust Corpus
    
    $
    34,838,807
    
    
    $
    39,946,530
 
 Statements of Distributable Income
 Year Ended December 31,2005
    
    
    2004
    
    
    2003Royalty income
    
    $
    31,918,416
    
    
    $
    24,340,315
    
    
    $
    20,746,843Interest income
    
    
    64,128
    
    
    
    17,960
    
    
    
    12,58431,982,544
    
    
    
    24,358,275
    
    
    
    20,759,427General and administrative expenses
    
    
    (953,510
    )
    
    
    (908,507
    )
    
    
    (923,785
    )Distributable income
    
    $
    31,029,034
    
    
    $
    23,449,768
    
    
    $
    19,835,642Distributable income per unit
(7,850,000 units)
    
    $
    3.95
    
    
    $
    2.99
    
    
    $
    2.53Distributions per unit
    
    $
    3.95
    
    
    $
    2.99
    
    
    $
    2.53
 
 Statements of Changes in Trust Corpus
 Year Ended December 31,2005
    
    
    2004
    
    
    2003Trust corpus, beginning of period
    
    $
    39,819,581
    
    
    $
    44,689,580
    
    
    $
    50,441,689Amortization of Royalty Interests
    
    
    (5,171,366
    )
    
    
    (4,913,428
    )
    
    
    (5,729,450
    )Distributable income
    
    
    31,029,034
    
    
    
    23,449,768
    
    
    
    19,835,642Distributions to Unitholders
    
    
    (31,094,534
    )
    
    
    (23,406,339
    )
    
    
    (19,858,301
    )Trust corpus, end of period
    
    $
    34,582,715
    
    
    $
    39,819,581
    
    
    $
    44,689,580
  48




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Notes to Financial Statements
Years Ended December 31, 2005, 2004 and 2003
 1. Trust Organization and Provisions
      49




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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.
 
    
    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
  50




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##### Table of Contents



New Accounting Pronouncements
 Accounting for Stock-Based
Compensation
 Accounting Changes and Error Corrections  A Replacement of APB Opinion No. 20 and FASB
Statement No. 3.
 Accounting for
Conditional Asset Retirement Obligations,
 3. Federal Income Taxes
     4. Related Party Transactions
   51




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##### Table of Contents



5. Distributions to Unitholders
   6. Subsequent Events
  Quarterly
    
    
    
    DistributionRecord Date
    
    Payment Date
    
    per UnitMarch 1, 2006
    
    March 10, 2006
    
    $1.510931
 52




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##### Table of Contents



7. Quarterly Financial Data (Unaudited)
  Royalty
    
    
    Distributable
    
    
    DistributableCalendar Quarter
    
    Income
    
    
    Income
    
    
    Income per Unit2005First
    
    $
    7,574
    
    
    $
    7,268
    
    
    $
    .93Second
    
    
    6,500
    
    
    
    6,270
    
    
    
    .80Third
    
    
    6,810
    
    
    
    6,644
    
    
    
    .85Fourth
    
    
    11,034
    
    
    
    10,847
    
    
    
    1.38$
    31,918
    
    
    $
    31,029
    
    
    $
    3.962004First
    
    $
    4,751
    
    
    $
    4,508
    
    
    $
    .57Second
    
    
    6,541
    
    
    
    6,261
    
    
    
    .80Third
    
    
    6,577
    
    
    
    6,361
    
    
    
    .81Fourth
    
    
    6,471
    
    
    
    6,320
    
    
    
    .81$
    24,340
    
    
    $
    23,450
    
    
    $
    2.99
  Royalty income
    
    
    11,034Interest income
    
    
    27General and administrative expenses
    
    
    (214
    )Distributable income
    
    
    10,847Distributable income per Unit
    
    
    1.38Distributions per Unit
    
    $
    1.38
  8. Supplemental Gas Disclosure (Unaudited)
  53




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##### Table of Contents



Proved developed reserves at January 1, 2003
    
    
    42,585Revisions of previous estimates
    
    
    4,138Production (MMcf)
    
    
    (5,137
    )Proved developed reserves at December 31, 2003
    
    
    41,586Revisions of previous estimates
    
    
    2,210Production (MMcf)
    
    
    (4,695
    )Proved developed reserves at December 31, 2004
    
    
    39,101Revisions of previous estimates
    
    
    (990
    )Production (MMcf)
    
    
    (4,820
    )Proved developed reserves at December 31, 2005
    
    
    33,291
   54




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##### Table of Contents



2005
    
    
    2004
    
    
    2003Future cash inflows
    
    $
    293,769
    
    
    $
    217,358
    
    
    $
    225,561Future severance taxes
    
    
    (17,626
    )
    
    
    (13,042
    )
    
    
    (13,534
    )Future net cash flows
    
    
    276,143
    
    
    
    204,316
    
    
    
    212,02710% annual discount for estimated timing
of cash flow
    
    
    (119,146
    )
    
    
    (90,876
    )
    
    
    (94,743
    )Standardized measure of discounted
future net cash flows
    
    $
    156,997
    
    
    $
    113,440
    
    
    $
    117,284
   2005
    
    
    2004
    
    
    2003Balance at beginning of period
    
    $
    113,440
    
    
    $
    117,284
    
    
    $
    95,563Increase (decrease) due to:Royalty income, net of taxes
    
    
    (31,918
    )
    
    
    (24,340
    )
    
    
    (20,269
    )Changes in prices
    
    
    88,521
    
    
    
    1,755
    
    
    
    30,434Changes in estimated volumes
    
    
    (24,390
    )
    
    
    7,013
    
    
    
    2,000Accretion of discount
    
    
    11,344
    
    
    
    11,728
    
    
    
    9,556Balance at December 31
    
    $
    156,997
    
    
    $
    113,440
    
    
    $
    117,284
 9. Gas Purchase Agreement
  55




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##### Table of Contents



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
 56




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##### Table of Contents



Internal Control-Integrated Framework
 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
  Internal ControlIntegrated Framework
    Internal ControlIntegrated Framework Internal ControlIntegrated Framework
   
 Item 9B. Other Information.
 57




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##### Table of Contents



PART III.
 
 Item 10. Directors and Executive Officers of the Registrant. 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.
 Ongoing Administrative Expenses.
 Compensation of the Trustee.
 58




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##### Table of Contents



Compensation of the Transfer Agent.
 Fees to Dominion Resources.
 
 Item 12. Security Ownership of Certain Beneficial Owners and Management.
 Security Ownership of Certain Beneficial Owners.
 Security Ownership of Management.
 Changes in Control.
 
 Item 13. Certain Relationships and Related Transactions.
 Administrative Services Agreement
   Dominion Resources Conditional Right of Repurchase
  59




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##### Table of Contents



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.
 Dominion Resources may profit from contracts with the Trust.
 
 Item 14. Principal Accounting Fees and Services.
  2005
    
    
    2004Audit Fees
    
    $
    117,000
    
    
    $
    79,000Audit-related fees
    
    
    
    
    
    
    Tax fees
    
    
    
    
    
    
    All other fees
    
    
    
    
    
    
    9,300$
    117,000
    
    
    $
    88,300
  60




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##### Table of Contents



PART IV.
 
 Item 15. Exhibits, Financial Statement Schedules.
 Financial Statements (included in Item 8 of this report)
  Statements
of Assets, Liabilities and Trust Corpus as of December 31, 2005
and 2004
 Statements
of Distributable Income for the years ended December 31, 2005,
2004 and 2003
 Statements
of Changes in Trust Corpus for the years ended December 31,
2005, 2004 and 2003
 Notes
to Financial Statements
 Financial Statement Schedules
  61




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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 and the Company (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 and the Company (filed as Exhibit 10.6 to the Registrants Form
10-K for the year ended December 31, 1998 and incorporated herein by
reference).10.7
    
    
    
    Amendment to Gas Purchase Agreement dated July 1, 1999, between Sonat
Marketing and the Company (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, and the
Company (filed as an exhibit to the Registrants Form 10-Q for the quarter
ended
 62




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##### Table of Contents



No.
    
    
    
    ExhibitSeptember 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, and the
Company (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-Gas, L.P., as successor to Sonat Marketing Company, and the
Company (filed as an exhibit to the Registrants Form 10-Q for the quarter
ended September 30, 2002 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 February 22, 2006, on the estimated
reserves, estimated future net revenues and the discounted estimated future
net revenues attributable to the Royalty Interests as of January 1, 2006,
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
 63




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##### Table of Contents



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 TrustBy:
    
    Bank of America, N.A., TrusteeBy:
    
    /s/ Ron E. HooperRon E. HooperSenior Vice President and Administrator
  (The Registrant has no directors or executive officers.)
 64




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##### Table of Contents



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 and the Company (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 and the Company (filed as Exhibit 10.6 to the Registrants Form
10-K for the year ended December 31, 1998 and incorporated herein by
reference).10.7
    
    
    
    Amendment to Gas Purchase Agreement dated July 1, 1999, between Sonat
Marketing and the Company (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, and the
Company (filed as an exhibit to the Registrants Form 10-Q for the quarter
ended




---



##### Table of Contents



No.
    
    
    
    ExhibitSeptember 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, and the
Company (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-Gas, L.P., as successor to Sonat Marketing Company, and the
Company (filed as an exhibit to the Registrants Form 10-Q for the quarter
ended September 30, 2002 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 February 22, 2006, on the estimated
reserves, estimated future net revenues and the discounted estimated future
net revenues attributable to the Royalty Interests as of January 1, 2006,
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