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                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549
                                  ___________


                                  FORM 10-Q/A
(Mark One)

         X   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
        ---
                        SECURITIES EXCHANGE ACT OF 1934

               For the quarterly period ended September 30, 2001

                                      or

        ____  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

                 For the transition period from __________ to

                        Commission file number 33-46795


                       OLD DOMINION ELECTRIC COOPERATIVE
            (Exact Name of Registrant as Specified in Its Charter)


                  VIRGINIA                                      23-7048405
       (State or Other Jurisdiction of                       (I.R.S. Employer
       Incorporation or Organization)                        Identification No.)

4201 Dominion Boulevard, Glen Allen, Virginia                       23060
(Address of Principal Executive Offices)                         (Zip Code)

                                  __________

                                (804) 747-0592
             (Registrant's Telephone Number, Including Area Code)

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.  Yes __   No   X
                                                ------

The Registrant is a membership corporation and has no authorized or outstanding
equity securities.

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                       OLD DOMINION ELECTRIC COOPERATIVE

                                     INDEX


                                                         Page
                                                        Number
                                                        ------

PART II.  Other Information

Item 6.   Exhibits and Reports on Form 8-K                 3

Signature                                                  4

Exhibit Index                                              5
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                       OLD DOMINION ELECTRIC COOPERATIVE

                          PART II.  OTHER INFORMATION


Item 6.  Exhibits and Reports on Form 8-K.

    (a)  Exhibits

         4.1  Eleventh Supplemental Indenture, dated as of September 1, 2001, to
              the Indenture of Mortgage and Deed of Trust dated as of May 1,
              1992, between Old Dominion Electric Cooperative and Suntrust Bank
              (formerly Crestar Bank), as Trustee.

         4.2  Amended and Restated Indenture, dated as of September 1, 2001,
              between Old Dominion Electric Cooperative and Suntrust Bank, as
              Trustee.

    (b)  Reports on Form 8-K.

         The Registrant filed no reports on Form 8-K during the quarter ended
         September 30, 2001.

                                       3
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                                   SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                 OLD DOMINION ELECTRIC COOPERATIVE
                                            Registrant



Date:  November 16, 2001                 /s/ Daniel M. Walker
                                 -----------------------------------
                                             Daniel M. Walker
                                 Senior Vice President of Accounting and Finance
                                            (Chief Financial Officer)

                                       4
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                                 EXHIBIT INDEX


Exhibit                                                                Page
Number                   Description of Exhibit                       Number
------                   ----------------------                       ------

4.1     Eleventh Supplemental Indenture, dated as of September 1,
        2001, to the Indenture of Mortgage and Deed of Trust dated
        as of May 1, 1992, between Old Dominion Electric Cooperative
        and Suntrust Bank (formerly Crestar Bank), as Trustee.

 4.2    Amended and Restated Indenture, dated as of September 1,
        2001, between Old Dominion Electric Cooperative and Suntrust
        Bank, as Trustee.
                                       5