DETROIT EDISON CO
10-Q, 2000-11-13
ELECTRIC SERVICES
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

___________________________

FORM 10-Q

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

For the Quarter Ended September 30, 2000

         
Commission Registrants; State of Incorporation; I.R.S. Employer
File Number Address; and Telephone Number Identification No.
1-11607 DTE Energy Company 38-3217752
(a Michigan corporation)
2000 2nd Avenue
Detroit, Michigan 48226-1279
313-235-4000
1-2198 The Detroit Edison Company 38-0478650
(a Michigan corporation)
2000 2nd Avenue
Detroit, Michigan 48226-1279
313-235-8000

Indicate by check mark whether the registrants (1) have 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 registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days.

Yes      No  

At October 31, 2000, 142,651,172 shares of DTE Energy’s Common Stock, substantially all held by non-affiliates, were outstanding.

TABLE OF CONTENTS

Definitions
Quarterly Report on Form 10-Q for DTE Energy Company
Part I — Financial Information
Item 1 — Financial Statements
Item 2 — Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 3 — Quantitative and Qualitative Disclosures About Market Risk
Part II — Other Information
Item 5 — Other Information
Quarterly Report on Form 10-Q for The Detroit Edison Company
Part I — Financial Information
Item 1 — Financial Statements
Item 2 — Management’s Discussion and Analysis of Financial Condition and Results of Operations
Part II — Other Information
Item 5 — Other Information
Quarterly Reports on Form 10-Q for DTE Energy Company and The Detroit Edison Company
Item 6 — Exhibits and Reports on Form 8-K
Signature Page to DTE Energy Company Quarterly Report on Form 10-Q
Signature Page to The Detroit Edison Company Quarterly Report on Form 10-Q
Amendment to the Standby Note Purchase Credit
Amendment to the First Supplemental Indenture
Supplemental Indenture
Arrangements Re: Employment of Eric H. Peterson
DTE Earnings per Share of Common Stock
DTE Computation of Ratio Earnings to Fixed Charges
Detroit Edison Computation of Ratio of Earnings
Awareness Letter of Deloitte and Touche LLP
DTE Financial Data Schedule
Detroit Edison Financial Data Schedule
Amendment to the Credit Agreement
Order of the Michigan Public Service Commission

DTE ENERGY COMPANY
and
THE DETROIT EDISON COMPANY
FORM 10-Q
For The Quarter Ended September 30, 2000

This document contains the Quarterly Reports on Form 10-Q for the quarter ended September 30, 2000 for each of DTE Energy Company and The Detroit Edison Company. Information contained herein relating to an individual registrant is filed by such registrant on its own behalf. Accordingly, except for its subsidiaries, The Detroit Edison Company makes no representation as to information relating to any other companies affiliated with DTE Energy Company.

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Page
Definitions 3
Quarterly Report on Form 10-Q for DTE Energy Company:
Part I — Financial Information 4
Item 1 - Financial Statements 4
Item 2 - Management’s Discussion and Analysis of Financial
Condition and Results of Operations 22
Item 3 - Quantitative and Qualitative Disclosures About Market Risk 28
Part II — Other Information 30
Item 1 - Legal Proceedings 30
Item 5 - Other Information 30
Quarterly Report on Form 10-Q for The Detroit Edison Company:
Part I — Financial Information 31
Item 1 - Financial Statements 31
Item 2 - Management’s Discussion and Analysis of Financial
Condition and Results of Operations 31
Part II — Other Information 31
Item 1 - Legal Proceedings 31
Item 5 - Other Information 31
Quarterly Reports on Form 10-Q for DTE Energy Company and The Detroit
Edison Company:
Item 6 - Exhibits and Reports on Form 8-K 33
Signature Page to DTE Energy Company Quarterly Report on Form 10-Q 42
Signature Page to The Detroit Edison Company Quarterly Report on Form 10-Q 43

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DEFINITIONS

     
Annual Report 1999 Annual Report to the Securities and Exchange
Commission on Form 10-K for DTE Energy Company or The
Detroit Edison Company, as the case may be
Annual Report Notes Notes to Consolidated Financial Statements appearing on
pages 43 through 70 and 74 through 77 of the 1999 Annual
Report to the Securities and Exchange Commission on Form
10-K for DTE Energy Company and The Detroit Edison
Company, as the case may be
ABATE Association of Businesses Advocating Tariff Equity
Company DTE Energy Company and Subsidiary Companies
Detroit Edison The Detroit Edison Company (a wholly owned subsidiary of
DTE Energy Company) and Subsidiary Companies
DTE Capital DTE Capital Corporation (a wholly owned subsidiary of DTE
Energy Company)
Electric Choice Gives all retail customers equal opportunity to utilize the
transmission system which results in access to competitive
generation resources
EPA United States Environmental Protection Agency
FERC Federal Energy Regulatory Commission
kWh Kilowatthour
MCN MCN Energy Group Inc.
MPSC Michigan Public Service Commission
MW Megawatt
MWh Megawatthour
Note(s) Note(s) to Condensed Consolidated Financial
Statements (Unaudited) appearing herein
PSCR Power Supply Cost Recovery
Quarterly Report Quarterly Report to the Securities and Exchange
Commission on Form 10-Q for DTE Energy Company or The Detroit
Edison Company, as the case may be, for the quarters
ended March 31, 2000 and June 30, 2000
Report Notes Notes to Condensed Consolidated Financial Statements
(Unaudited) appearing on pages 16 through 19 and 16
through 21 of the Quarterly Reports to the Securities and
Exchange Commission on Form 10-Q for the quarters ended
March 31, 2000 and June 30, 2000, respectively, for DTE
Energy Company and The Detroit Edison Company, as the
case may be
Registrant Company or Detroit Edison, as the case may be

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QUARTERLY REPORT ON FORM 10-Q FOR DTE ENERGY COMPANY

PART I — FINANCIAL INFORMATION

Item 1 — Condensed Consolidated Financial Statements (Unaudited).

The following condensed consolidated financial statements (unaudited) are included herein.

           
Page
DTE Energy Company:
Condensed Consolidated Statement of Income 5
Condensed Consolidated Balance Sheet 6
Condensed Consolidated Statement of Cash Flows 8
Condensed Consolidated Statement of Changes in Shareholders’ Equity 9
The Detroit Edison Company:
Condensed Consolidated Statement of Income 11
Condensed Consolidated Balance Sheet 12
Condensed Consolidated Statement of Cash Flows 14
Condensed Consolidated Statement of Changes in Shareholder’s Equity 15
Notes to Condensed Consolidated Financial Statements (Unaudited) 16
Independent Accountants’ Report 21
     
Note: Detroit Edison’s Condensed Consolidated Financial Statements are presented here for ease of reference and are not considered to be part of Item I of the Company’s report.

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DTE Energy Company
Condensed Consolidated Statement of Income (Unaudited)
(Millions, Except Per Share Amounts)

                                       
Three Months Ended Nine Months Ended
September 30 September 30
2000 1999 2000 1999
Operating Revenues $ 1,547 $ 1,440 $ 4,157 $ 3,614
Operating Expenses
Fuel and purchased power 747 510 1,670 1,063
Operation and maintenance 352 397 1,093 1,086
Depreciation and amortization 202 183 580 547
Taxes other than income 74 69 224 211
Total Operating Expenses 1,375 1,159 3,567 2,907
Operating Income 172 281 590 707
Interest Expense and Other
Interest expense 86 95 251 260
Other — net 6 4 9 13
Total Interest Expense and Other 92 99 260 273
Income Before Income Taxes 80 182 330 434
Income Taxes (24 ) 21 1 48
Net Income $ 104 $ 161 $ 329 $ 386
Average Common Shares Outstanding 143 145 143 145
Earnings per Common Share —
Basic and Diluted $ 0.73 $ 1.11 $ 2.30 $ 2.66
Dividends Declared per Common Share $ 0.515 $ 0.515 $ 1.545 $ 1.545

See Notes to Condensed Consolidated Financial Statements (Unaudited).

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DTE Energy Company
Condensed Consolidated Balance Sheet (Unaudited)
(Millions, Except Per Share Amounts and Shares)

                       
September 30 December 31
2000 1999
ASSETS
Current Assets
Cash and cash equivalents $ 46 $ 33
Restricted cash 78 131
Accounts receivable
Customer (less allowance for doubtful
accounts of $21) 533 388
Accrued unbilled revenues 157 166
Other 149 144
Inventories (at average cost)
Fuel		 153 175
Materials and supplies 170 168
Assets from risk management activities 41 67
Other 67 38
1,394 1,310
Investments
Nuclear decommissioning trust funds 398 361
Other 262 274
660 635
Property
Property, plant and equipment 11,992 11,755
Property under capital leases 221 222
Nuclear fuel under capital lease 704 663
Construction work in progress 114 106
13,031 12,746
Less accumulated depreciation and amortization 5,704 5,598
7,327 7,148
Regulatory Assets 2,695 2,935
Other Assets 270 288
Total Assets $ 12,346 $ 12,316

See Notes to Condensed Consolidated Financial Statements (Unaudited).

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September 30 December 31
2000 1999
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
Accounts payable $ 231 $ 273
Accrued interest 70 57
Dividends payable 73 75
Accrued payroll 86 97
Short-term borrowings 551 387
Income taxes 99 61
Current portion long-term debt 234 270
Current portion capital leases 93 75
Liabilities from risk management activities 35 52
Other 305 257
1,777 1,604
Other Liabilities
Deferred income taxes 1,802 1,925
Capital leases 106 114
Regulatory liabilities 190 262
Other 586 564
2,684 2,865
Long-Term Debt 3,936 3,938
Shareholders’ Equity
Common stock, without par value, 400,000,000 shares
authorized, 142,653,454 and 145,041,324 issued
and outstanding, respectively 1,918 1,950
Retained earnings 2,031 1,959
3,949 3,909
Commitments and Contingencies (Note 7)
Total Liabilities and Shareholders’ Equity $ 12,346 $ 12,316

See Notes to Condensed Consolidated Financial Statements (Unaudited).

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DTE Energy Company
Condensed Consolidated Statement of Cash Flows (Unaudited)
(Millions)

                       
Nine Months Ended
September 30
2000 1999
Operating Activities
Net Income $ 329 $ 386
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization 580 547
Other (97 ) (72 )
Changes in current assets and liabilities:
Restricted cash 53 (11 )
Accounts receivable (141 ) (84 )
Inventories 20 30
Payables (40 ) (43 )
Other 20 (16 )
Net cash from operating activities 724 737
Investing Activities
Plant and equipment expenditures (546 ) (530 )
Net cash used for investing activities (546 ) (530 )
Financing Activities
Issuance of long-term debt 273 265
Increase in short-term borrowings 164 65
Increase in restricted cash for debt redemptions — (185 )
Redemption of long-term debt (310 ) (204 )
Repurchase of common stock (70 ) —
Dividends on common stock (222 ) (224 )
Net cash used for financing activities (165 ) (283 )
Net Increase (Decrease) in Cash and Cash Equivalents 13 (76 )
Cash and Cash Equivalents at Beginning of the Period 33 130
Cash and Cash Equivalents at End of the Period $ 46 $ 54
Supplementary Cash Flow Information
Interest paid (excluding interest capitalized) $ 238 $ 263
Income taxes paid 59 102
New capital lease obligations 41 3

See accompanying Notes to the Condensed Consolidated Financial Statements (Unaudited).

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DTE Energy Company
Condensed Consolidated Statement of Changes in Shareholders’ Equity (Unaudited)
(Millions, Except Per Share Amounts; Shares in Thousands)

                   
2000
Shares Amount
Common Stock
Balance at beginning of year 145,041 $ 1,950
Repurchase and retirement of common stock 2,388 (32 )
Balance at September 30, 2000 142,653 $ 1,918
Retained Earnings
Balance at beginning of year $ 1,959
Net income 329
Dividends declared on common stock ($1.545 per share) (221 )
Repurchase and retirement of common stock (39 )
Other 3
Balance at September 30, 2000 $ 2,031
Total Shareholders’ Equity $ 3,949

See accompanying Notes to the Condensed Consolidated Financial Statements (Unaudited).

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The Detroit Edison Company
Condensed Consolidated Statement of Income (Unaudited)
(Millions)

                                     
Three Months Ended Nine Months Ended
September 30 September 30
2000 1999 2000 1999
Operating Revenues $ 1,109 $ 1,211 $ 3,129 $ 3,128
Operating Expenses
Fuel and purchased power 455 405 1,020 888
Operation and maintenance 224 275 736 773
Depreciation and amortization 191 176 550 522
Taxes other than income 72 69 219 210
Total Operating Expenses 942 925 2,525 2,393
Operating Income 167 286 604 735
Interest Expense and Other
Interest expense 70 82 209 219
Other — net 4 1 13 3
Total Interest Expense and Other 74 83 222 222
Income Before Income Taxes 93 203 382 513
Income Taxes 17 65 118 164
Net Income $ 76 $ 138 $ 264 $ 349

See accompanying Notes to the Condensed Consolidated Financial Statements (Unaudited).

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The Detroit Edison Company
Condensed Consolidated Balance Sheet (Unaudited)
(Millions, Except Per Share Amounts and Shares)

                       
September 30 December 31
2000 1999
ASSETS
Current Assets
Cash and cash equivalents $ 12 $ 4
Accounts receivable
Customer (less allowance for doubtful
accounts of $20) 352 316
Accrued unbilled revenues 157 166
Other 132 138
Inventories (at average cost)
Fuel 153 175
Materials and supplies 144 140
Other 53 29
1,003 968
Investments
Nuclear decommissioning trust funds 398 361
Other 37 34
435 395
Property
Property, plant and equipment 11,320 11,204
Property under capital leases 221 221
Nuclear fuel under capital lease 704 663
Construction work in progress 2 4
12,247 12,092
Less accumulated depreciation and amortization 5,602 5,526
6,645 6,566
Regulatory Assets 2,695 2,935
Other Assets 168 187
Total Assets $ 10,946 $ 11,051

See accompanying Notes to the Condensed Consolidated Financial Statements (Unaudited).

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September 30 December 31
2000 1999
LIABILITIES AND SHAREHOLDER’S EQUITY
Current Liabilities
Accounts payable $ 209 $ 224
Accrued interest 60 54
Dividends payable 80 80
Accrued payroll 82 90
Short-term borrowings 342 362
Income taxes 102 84
Current portion long-term debt 159 194
Current portion capital leases 93 75
Other 130 159
1,257 1,322
Other Liabilities
Deferred income taxes 1,808 1,879
Capital leases 106 114
Regulatory liabilities 190 262
Other 585 562
2,689 2,817
Long-Term Debt 3,344 3,284
Shareholder’s Equity
Common stock, $10 par value, 400,000,000 shares
authorized, 145,119,875 issued and outstanding 1,451 1,451
Premium on common stock 548 548
Common stock expense (48 ) (48 )
Retained earnings 1,705 1,677
3,656 3,628
Commitments and Contingencies (Note 7)
Total Liabilities and Shareholder’s Equity $ 10,946 $ 11,051

See accompanying Notes to the Condensed Consolidated Financial Statements (Unaudited).

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The Detroit Edison Company
Condensed Consolidated Statement of Cash Flows (Unaudited)
(Millions)

                       
Nine Months Ended
September 30
2000 1999
Operating Activities
Net Income $ 264 $ 349
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization 550 522
Other (86 ) (34 )
Changes in current assets and liabilities:
Accounts receivable (21 ) (46 )
Inventories 18 26
Payables (17 ) (61 )
Other (53 ) (53 )
Net cash from operating activities 655 703
Investing Activities
Plant and equipment expenditures (413 ) (429 )
Net cash used for investing activities (413 ) (429 )
Financing Activities
Issuance of long-term debt 270 265
(Decrease) increase in short-term borrowings (20 ) 65
Increase in restricted cash for debt redemptions — (185 )
Redemption of long-term debt (245 ) (159 )
Dividends on common stock (239 ) (239 )
Net cash used for financing activities (234 ) (253 )
Net Increase in Cash and Cash Equivalents 8 21
Cash and Cash Equivalents at Beginning of the Period 4 5
Cash and Cash Equivalents at End of the Period $ 12 $ 26
Supplementary Cash Flow Information
Interest paid (excluding interest capitalized) $ 203 $ 229
Income taxes paid 142 186
New capital lease obligations 41 3

See accompanying Notes to the Condensed Consolidated Financial Statements (Unaudited).

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The Detroit Edison Company
Condensed Consolidated Statement of Changes in Shareholder’s Equity (Unaudited)
(Millions, Except Per Share Amounts; Shares in Thousands)

                   
2000
Shares Amount
Common Stock
Balance at beginning of year 145,120 $ 1,451
Balance at September 30, 2000 145,120 $ 1,451
Premium on Common Stock
Balance at beginning of year $ 548
Balance at September 30, 2000 $ 548
Common Stock Expense
Balance at beginning of year $ (48 )
Balance at September 30, 2000 $ (48 )
Retained Earnings
Balance at beginning of year $ 1,677
Net income 264
Dividends declared on common stock ($1.65 per share) (239 )
Other 3
Balance at September 30, 2000 $ 1,705
Total Shareholder’s Equity $ 3,656

See accompanying Notes to the Condensed Consolidated Financial Statements (Unaudited).

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DTE Energy Company and The Detroit Edison Company

Notes to Condensed Consolidated Financial Statements (Unaudited)

NOTE 1 — SIGNIFICANT ACCOUNTING POLICIES

These condensed consolidated financial statements (unaudited) should be read in conjunction with the Annual Report Notes and the Quarterly Report Notes. The Notes contained herein update and supplement matters discussed in the Annual Report Notes and the Quarterly Report Notes.

The preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

The condensed consolidated financial statements are unaudited, but in the opinion of the Company and Detroit Edison, with respect to its own financial statements, include all adjustments necessary for a fair statement of the results for the interim periods. Financial results for this interim period are not necessarily indicative of results that may be expected for any other interim period or for the fiscal year.

Certain prior year balances have been reclassified to conform to the current year’s presentation.

In June 1998, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 133, “Accounting for Derivative Instruments and Hedging Activities.” This statement requires companies to record derivatives on the balance sheet as assets and liabilities, measured at fair value. Gains or losses resulting from changes in the values of those derivatives would be accounted for depending on the use of the derivative and whether it qualifies for hedge accounting. In June 1999, the FASB issued SFAS No. 137 delaying the effective date of SFAS No. 133 to fiscal years beginning after June 15, 2000. In June 2000, the FASB issued SFAS No. 138 which amended SFAS No. 133 for certain implementation issues. The Company will adopt these accounting standards as required on January 1, 2001. The Company is currently assessing the financial impact of the adoption; however, such impact is not determinable at this time. The Company believes that the adoption of SFAS No. 133 may affect the variability of future periodic earnings and other comprehensive income as market conditions and resulting portfolio valuations change from time to time.

The Securities and Exchange Commission Staff (“Staff”) issued Staff Accounting Bulletin (“SAB”) No. 101 in December 1999. This SAB summarizes certain of the Staff’s views in applying generally accepted accounting principles to revenue recognition in financial statements. The effective date of SAB No. 101 has been delayed until the fourth quarter ended December 31, 2000. At September 30, 2000, the Company and Detroit Edison have determined the adoption of SAB No. 101 will not have a material impact on the Company’s and Detroit Edison’s financial statements.

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NOTE 2 — MERGER AGREEMENT

As discussed in Note 2 of the Annual Report Notes, the Company has entered into a definitive merger agreement with MCN. The proposed merger is being reviewed by the Federal Trade Commission (FTC) pursuant to the Hart-Scott-Rodino Act. The FTC staff has focused primarily on possible competition between the Company and MCN for cogeneration load and other gas/electric displacement technologies in the companies’ coincident retail distribution areas. The Company and MCN are taking action to address issues raised by the FTC staff, including the proposed transfer of a property interest to a unit of Exelon Corp. (previously Unicom Corp.) allowing for the utilization of up to 20 billion cubic feet of natural gas transportation capacity annually on the Michigan Consolidated Gas Co. (a subsidiary of MCN) system in the applicable distribution area. The agreement is subject to regulatory approvals (including the MPSC) and consummation of the merger. Specific terms regarding the ultimate utilization of capacity under the agreement are still being discussed with the FTC. The Company and MCN believe that the proposal will be the basis for addressing the FTC’s concerns. While the Company cannot predict the timing or outcome of the FTC’s review, the Company and MCN are targeting a first quarter 2001 closing date for the merger.

NOTE 3 — REGULATORY MATTERS

On June 3, 2000, Michigan Governor John Engler signed Enrolled Senate Bill No. 937, Public Act 141 of 2000 (PA 141), which provides Detroit Edison with the right to recover stranded costs, codifies and establishes a date certain for the MPSC’s existing Electric Choice program, and requires the MPSC to reduce electric residential rates by 5%.

On that same date, the Governor signed Enrolled Senate Bill No. 1253, Public Act 142 of 2000 (PA 142). PA 142 provides for the recovery through securitization of “qualified costs,” which consist of an electric utility’s regulatory assets plus various costs associated with, or resulting from, the establishment of a competitive electric market, and the issuance of securitization bonds. In order to recover its “qualified costs,” on July 5, 2000, Detroit Edison applied to the MPSC for authority to issue securitization bonds, which may not exceed 15 years in term. PA 142 requires Detroit Edison to retire debt and equity with the proceeds of securitization bonds. An annual reconciliation of securitization charges is also required by statute.

In an order issued on November 2, 2000, the MPSC approved the issuance of securitization bonds to recover up to $1.774 billion (compared to approximately $1.850 billion requested by Detroit Edison) of qualified costs. The qualified costs approved by the MPSC include Fermi 2 costs, costs of certain regulatory assets, Electric Choice implementation costs, the initial and periodic costs of issuance associated with securitization bonds, and the costs of retiring and refunding securities with the proceeds of securitization. Detroit Edison expects to use the proceeds of securitization bonds to retire debt and equity in a manner that will maintain its debt /equity ratio at approximately 50%.

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The issuance of securitization bonds will result in an overall revenue requirement reduction for Detroit Edison. Acting pursuant to PA 141, in an order issued June 5, 2000, the MPSC immediately reduced Detroit Edison’s residential electric rates by 5%, or approximately $65 million on an annual basis, and imposed a rate freeze for all classes of customers through 2003. Detroit Edison proposed deferral and securitization of the residential rate reduction from June 5, 2000 to the date of issuance of the bonds. The MPSC concluded that PA 141 did not intend that the effect of the residential rate reduction prior to the order be securitized. Therefore, the MPSC did not approve Detroit Edison’s request for deferral from June 5, 2000 to November 2, 2000. Savings resulting from securitization are, by statute, to be utilized as available in the following priority order: the 5% residential rate reduction, rate reductions for other customers up to 5%, funding of the low income/energy efficiency fund, and to pay for transition costs. To make the order effective, Detroit Edison must file with the MPSC its understanding of and acceptance of the conditions contained in the order. Detroit Edison is reviewing the order and is determining whether interpretive guidance from the MPSC is necessary.

NOTE 4 — SHAREHOLDERS’ EQUITY

The Company’s board of directors has authorized the repurchase of up to 10 million common shares, with the current program, which began in February 2000, tentatively set to not exceed $100 million. Stock purchases are made from time to time on the open market or through negotiated transactions. All common stock repurchased will be canceled. During the nine month period ended September 30, 2000, the Company repurchased approximately 2.3 million shares at an aggregate cost of approximately $70 million.

NOTE 5 — SHORT-TERM CREDIT ARRANGEMENTS AND BORROWINGS

At September 30, 2000, Detroit Edison had total short-term credit arrangements of approximately $509 million under which $142 million of commercial paper was outstanding. Additionally, Detroit Edison had a $200 million trade receivables sales agreement under which $200 million was outstanding at September 30, 2000.

At September 30, 2000, DTE Capital had $209 million of commercial paper outstanding. A $400 million short-term credit arrangement, backed by a Support Agreement from the Company, provided credit support for this commercial paper.

During the first quarter of 2000, plans were announced to terminate DTE Capital’s operations. Subsequently, the Company assumed all of DTE Capital’s outstanding guarantees. Currently the Company is authorized to issue up to $350 million of new guarantees. At September 30, 2000, the Company had assumed and/or issued guarantees of various consolidated affiliate obligations of approximately $230 million.

NOTE 6 — FINANCIAL INSTRUMENTS

The Company has entered into a series of forward starting interest rate swaps and Treasury locks in order to limit the Company’s sensitivity to interest rate fluctuations associated with its anticipated issuance of long-term debt to be used to finance the

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merger with MCN. The Company has designated these instruments as hedges. The Company expects to issue this debt subsequent to the merger. The forward starting swaps, which include notional amounts of $250 million and $450 million in 5 and 10-year maturities, respectively, have a weighted average interest rate of 7.55% and 7.61%, respectively. The Treasury locks, which include notional amounts of $50 million and $150 million in 10 and 30-year maturities, respectively, have a weighted average interest rate of 6.01% and 6.26%, respectively. At September 30, 2000, the fair value of these derivative financial instruments indicated an unrealized loss of approximately $35.5 million. The unrealized loss is not reflected in the financial statements at September 30, 2000, but would be recognized as a deferred item upon issuance of the anticipated long-term debt. The deferred item would be amortized through interest expense over the life of the associated long-term debt as a yield adjustment.

The Company’s non-regulated energy marketing subsidiary enters into commitments to deliver electricity to retail customers outside southeast Michigan. To limit its exposure to price volatility on the electricity it purchases to fulfill its commitments, it enters into forward purchase commitments with DTE ET. DTE ET also enters into forward purchase commitments with third parties to cover its commitments to deliver electricity to the energy marketing subsidiary. All such contracts have been designated as hedges of the anticipated sale of electricity to the energy marketing company and the retail customer, respectively. As such, unrealized losses on these contracts of $10 million have not been reflected in the consolidated financial statements at September 30, 2000.

NOTE 7 — COMMITMENTS AND CONTINGENCIES

As discussed in the Annual Report, in July 1999, ABATE made a filing with the MPSC indicating that Detroit Edison’s retail rates produce approximately $333 million of excess revenues. Of this amount, approximately $202 million is related to ABATE’s proposed reversal of the December 28, 1998 MPSC Order authorizing the accelerated amortization of Fermi 2. On June 19, 2000, the MPSC dismissed with prejudice the complaint filed initially by ABATE in 1997. A Proposal for Decision issued in March 2000 by an administrative law judge had recommended that Detroit Edison’s electric rates be reduced by approximately $101.6 million. In dismissing the complaint, the MPSC indicated that adjusting rates would be inconsistent with PA 141. ABATE has filed a motion with the MPSC requesting rehearing, asking that the parties be allowed to address whether excess earnings can be used as an offset against, at least, Electric Choice implementation costs. The MPSC has not acted on the motion. The Company is unable to predict the outcome of this proceeding.

As discussed in the Annual Report and the June 30, 2000 Quarterly Report, the EPA has issued ozone transport regulations and final new air quality standards relating to ozone and particulate air pollution. In September 1998, the EPA issued a State Implementation Plan (SIP) call, giving states a year to develop new regulations to limit nitrogen oxide emissions because of their contribution to ozone formation. It is estimated that Detroit Edison will incur $460 million of capital expenditures to comply. In March 2000, the U.S. Court of Appeals D.C. Circuit ruled in favor of the EPA’s SIP call regulations. The new air quality standards have been upheld in legal challenges in

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the U.S. Court of Appeals but the U.S. Supreme Court has agreed to hear the appeal. Until the legal issues are resolved it is impossible to predict the full impact of the new air quality standards. Under the recently enacted Michigan electric restructuring legislation, beginning January 1, 2004, annual return of and on this capital expenditure, in excess of current depreciation levels, would be deferred, in ratemaking, until after the expiration of the rate cap period presently expected to end December 31, 2005.

NOTE 8 — SEGMENT AND RELATED INFORMATION

The Company’s reportable business segments are its electric utility, Detroit Edison, which is engaged in the generation, purchase, transmission, distribution and sale of electric energy in a 7,600 square mile area in Southeastern Michigan, and its energy trading company. All Other includes non-regulated energy-related businesses and services, which develop and manage electricity and other energy-related projects. Inter-segment revenues are not material. Income taxes are allocated based on intercompany tax sharing agreements, which generally allocate the tax benefit of alternate fuels tax credits and accelerated depreciation to the respective subsidiary, without regard to the subsidiary’s own net income or whether such tax benefits are realized by the Company. Financial data for business segments are as follows:

                                               
Energy
Electric Trading All Reconciliations
Utility Company Other and Eliminations Consolidated
Three Months Ended September 30, 2000 (Millions)
Operating revenues $ 1,109 $ 295 $ 143 $ — $ 1,547
Net income 76 — 30 (2 ) 104
Nine Months Ended September 30, 2000
Operating revenues $ 3,129 $ 664 $ 364 $ — $ 4,157
Net income 264 6 68 (9 ) 329
Three Months Ended September 30, 1999 (Millions)
Operating revenues $ 1,211 $ 108 $ 121 $ — $ 1,440
Net income 138 (1 ) 24 — 161
Nine Months Ended September 30, 1999
Operating revenues $ 3,128 $ 184 $ 302 $ — $ 3,614
Net income 349 (2 ) 49 (10 ) 386

This Quarterly Report on Form 10-Q, including the report of Deloitte & Touche LLP (on page 21) will automatically be incorporated by reference in the Prospectuses constituting part of the Registration Statements on Form S-3 (Registration Nos. 33-53207, 33-64296 and 333-65765) of The Detroit Edison Company and Form S-8 (Registration No. 333-00023), Form S-4 (Registration No. 333-89175) and Form S-3 (Registration No. 33-57545) of DTE Energy Company, filed under the Securities Act of 1933. Such report of Deloitte & Touche LLP, however, is not a “report” or “part of the Registration Statement” within the meaning of Sections 7 and 11 of the Securities Act of 1933 and the liability provisions of Section 11(a) of such Act do not apply.

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Independent Accountants’ Report

To the Board of Directors and Shareholders of DTE Energy Company and
The Detroit Edison Company

We have reviewed the accompanying condensed consolidated balance sheets of DTE Energy Company and subsidiaries and of The Detroit Edison Company and subsidiaries as of September 30, 2000, and the related condensed consolidated statements of income for the three-month and nine-month periods ended September 30, 2000 and 1999, the condensed consolidated statements of cash flows for the nine-month periods ended September 30, 2000 and 1999, and the condensed consolidated statements of changes in shareholders’ equity for the nine-month period ended September 30, 2000. These financial statements are the responsibility of DTE Energy Company’s management and of The Detroit Edison Company’s management.

We conducted our reviews in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and of making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with auditing standards generally accepted in the United States of America, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our reviews, we are not aware of any material modifications that should be made to such condensed consolidated financial statements for them to be in conformity with accounting principles generally accepted in the United States of America.

We have previously audited, in accordance with auditing standards generally accepted in the United States of America, the consolidated balance sheets of DTE Energy Company and subsidiaries and of The Detroit Edison Company and subsidiaries as of December 31, 1999, and the related consolidated statements of income, changes in shareholders’ equity, and cash flows for the year then ended (not presented herein); and in our report dated January 26, 2000, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheets as of December 31, 1999 is fairly stated, in all material respects, in relation to the consolidated balance sheets from which it has been derived.

DELOITTE & TOUCHE LLP

Detroit, Michigan
November 13, 2000

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Item 2- Management’s Discussion and Analysis of Financial Condition
             and Results of Operations.

This analysis for the three and nine months ended September 30, 2000, as compared to the same periods in 1999, should be read in conjunction with the condensed consolidated financial statements (unaudited), the accompanying Notes, the Quarterly Report Notes and the Annual Report Notes.

Detroit Edison is the principal operating subsidiary of the Company and, as such, unless otherwise identified, this discussion explains material changes in results of operations of both the Company and Detroit Edison and identifies recent trends and events affecting both the Company and Detroit Edison.

GROWTH

The Company and Detroit Edison have developed a growth strategy that is expected to increase earnings growth from the previously achieved 6% to up to 8% over the next several years. The new anticipated growth rate is expected to be achieved by doubling of the growth in earnings contributed by non-regulated businesses in the next three to four years, continued strength of the utility business and development of technologies such as distributed generation. The growth strategy, focused on the greater Midwest region, leverages and expands existing assets and skills and includes a merchant energy business. The merchant energy business will include optimizing fuel supply and plant operations, broadening coal marketing and coal tolling efforts, rapidly expanding power marketing and trading operations, growing an emerging base of non-regulated generation projects in the Midwest region and capitalizing on MCN’s storage and pipeline assets to serve the rapidly expanding generation sector.

As discussed in Note 2, the Company and MCN have entered into a merger agreement. The Company expects that completion of the merger will result in the issuance of approximately 30 million shares of its common stock and approximately $1.4 billion in external financing. The merger is expected to create a fully integrated electric and natural gas company that is expected to strongly support the Company’s commitment to a long-term earnings growth rate of up to 8%. The merger is expected to permit the Company to be responsive to competitive pressures. The external financing needs of the merger may create a sensitivity to interest rate changes; and the Company will need to successfully integrate the two operations in order to be able to service the expected debt requirements and achieve aggregate operating cost reductions. The delay in the receipt of regulatory approvals may impact the accretive effect on earnings in 2001 resulting from the proposed transaction. See Notes 2 and 6 for further discussion of the pending DTE/MCN merger and the financial instruments used to hedge the interest rate risk associated with financing the merger.

The Company’s earnings are largely dependent upon the earnings of Detroit Edison and the utilization of alternate fuels tax credits generated from non-regulated businesses. Securitization, discussed in Note 3, is expected to reduce Detroit Edison’s earnings, which may impact the Company’s ability to utilize all future available alternate fuels tax credits. However, if that is the case, the tax credits may be monetized through sale of interests in projects that generate the credits.

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ELECTRIC INDUSTRY RESTRUCTURING

Michigan’s Customer Choice and Electricity Reliability Act

See Note 3 for a discussion of Public Acts 141 and 142 of 2000 (PA 141 and PA 142), new legislation signed into effect on June 3, 2000 by Michigan Governor John Engler.

Michigan Public Service Commission

See Note 3 for a discussion of the November 2, 2000 MPSC order regarding securitization of Detroit Edison’s qualified costs.

On October 24, 2000, the MPSC initiated a case to determine the methodology of calculating net stranded costs, as required by PA 141. Methods to be considered include: (1) the relationship of market value to net book value of generation assets and purchase power contracts, (2) evaluations based on the market price of power in relation to price assumed by the MPSC in prior orders and (3) any other method the MPSC considers appropriate. Detroit Edison is unable to determine the timing or outcome of these proceedings.

Federal Energy Regulatory Commission

On September 28, 2000, the FERC conditionally approved an open access transmission tariff designed to allow for the collection of $138 million in annual revenues for transmission services provided by the International Transmission Company (ITC), a wholly owned subsidiary of Detroit Edison. These revenues may not be collected until such time as ITC notifies FERC that the Company’s Board of Directors has approved a spin off of the transmission business to a fully independent transmission company that has no active or passive ownership interests by the Company or Detroit Edison. The ITC must become independent within 24 months of the September 28, 2000 order and join a FERC approved Regional Transmission Organization (RTO) by December 15, 2001; otherwise the innovative transmission rates will revert back to present tariff rates, and revenue collected under the new transmission tariff will be refunded back to customers. If ITC becomes independent, but has not joined an RTO in the required time frame, the FERC has the authority to assign ITC to an RTO. The Company and Detroit Edison intend to comply with the FERC rulings. Detroit Edison’s transmission assets’ net book value is approximately $400 million.

LIQUIDITY AND CAPITAL RESOURCES

Cash From Operating Activities

Net cash from operating activities was lower for the Company and Detroit Edison due primarily to decreased net income.

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Cash Used for Investing Activities

Net cash used for investing activities was higher for the Company due to increased non-regulated plant and equipment expenditures.

Net cash used for investing activities was lower for Detroit Edison due to decreased plant and equipment expenditures.

Cash Used for Financing Activities

Net cash used for financing activities was lower for the Company due primarily to the issuance of long-term debt and increased short-term borrowings, partially offset by the redemption of common stock and long-term debt.

Net cash used for financing activities was lower for Detroit Edison due primarily to increased issuances of long-term debt and restricted cash for debt redemptions in the prior period, partially offset by decreased short-term borrowings.

RESULTS OF OPERATIONS

For the three months ended September 30, 2000, the Company’s net income was $104 million or $0.73 per common share as compared to $161 million or $1.11 per common share during the same period in 1999. For the nine months ended September 30, 2000, net income was $329 million or $2.30 per common share compared to $386 million or $2.66 per common share during the same period in 1999.

Due to the fuel clause suspension included in the June 2000 legislation, the Company expects that the distribution of yearly earnings will shift significantly. The first and fourth quarters of the year will show higher earnings, while lower earnings are expected in the second and third quarters. In addition, the fuel clause suspension may have an impact on earnings, since rates will no longer be adjusted for changes in fuel and purchased power expenses.

The 2000 three and nine months earnings were lower compared to 1999 due to the change in seasonality of the Company’s earnings, a five percent residential rate reduction effective with the June 2000 legislation, lower sales and higher purchased power costs in the utility business. These items were partially offset by lower operating expenses in the utility and higher non-regulated earnings. A share repurchase program in 2000 accounted for slight differences in year over year earnings per common share amounts. The five percent residential rate reduction will result in a revision of the Company’s projection of earnings per share for 2000 to a range of $3.25 to $3.30.

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Operating Revenues

Operating revenues were $4.16 billion, up approximately 15% from 1999 operating revenues of $3.61 billion. Operating revenues increased due to the following:

                         
Three Months Nine Months
(Millions)
Detroit Edison
Rate change $ (52 ) $ (39 )
System sales volume and mix (49 ) —
Suspension of PSCR mechanism (7 ) 39
Wholesale sales 4 (6 )
Other — net 2 7
Total Detroit Edison (102 ) 1
Non-regulated
DTE Energy Resources 13 55
(excluding DTE Energy Trading)
DTE Energy Trading		 187 480
Other — net 9 7
Total Non-Regulated 209 542
Total $ 107 $ 543

Detroit Edison kWh sales increased (decreased) as compared to the prior year as follows:

                   
Three Nine
Months Months
Residential (8.4) % (3.0) %
Commercial 0.1 0.3
Industrial (0.8 ) 5.8
Other (includes primarily sales for resale) (0.8 ) 2.2
Total System (2.7 ) 1.1
Wholesale sales 29.9 (38.7 )
Total (1.3 ) (1.3 )

Operating Expenses

Fuel and Purchased Power

Fuel and purchased power expense increased for the Company due primarily to non-regulated subsidiary expenses, principally energy trading operations. Detroit Edison fuel and purchased power expense increased due to increased purchases of energy. The increased costs were incurred to ensure the availability of power by purchasing contracts to cover the projected high demand for electricity expected during the summer. Actual

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demand was lower than expected and Detroit Edison was unable to sell some of its purchased power contracts. The increased costs are partially offset by lower coal and nuclear generation costs.

System output and average fuel and purchased power unit costs for Detroit Edison were as follows:

                                   
Three Months Nine Months
2000 1999 2000 1999
(Thousands of MWh)
Power plant generation
Fossil 11,556 11,847 31,449 32,021
Nuclear 2,422 2,377 5,774 7,028
Purchased power 1,897 1,988 7,115 5,761
System output 15,875 16,212 44,338 44,810
Average unit cost ($/MWh) Generation $ 12.29 $ 12.80 $ 13.12 $ 12.54
Purchased power $ 138.14 $ 101.62 $ 67.42 $ 60.38

Operation and Maintenance

The Company’s operation and maintenance expenses decreased for the three-month period and increased for the nine-month period due to the following:

                   
Three Nine
Months Months
(Millions)
Detroit Edison
Catastrophic storms $ (26 ) $ (15 )
Merger 4 16
Generation reliability and maintenance (14 ) 6
System and customer enhancements (4 ) (11 )
Year 2000 (7 ) (42 )
Other (4 ) 9
(51 ) (37 )
Non-regulated subsidiaries
Increased level of operations and addition of new businesses 6 44
$ (45 ) $ 7

Depreciation and Amortization

Depreciation and amortization expense was higher due to higher levels of plant in service and the accelerated amortization of regulatory assets associated with unamortized nuclear costs.

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Income Taxes

Income tax expense for the Company decreased for the three and nine month periods ended September 30, 2000, due primarily to the increased utilization of alternate fuels tax credits generated from the non-regulated businesses, the decrease in pre-tax income and adjustments for the filed income tax return.

FORWARD-LOOKING STATEMENTS

Certain information presented herein is based on the expectations of the Company and Detroit Edison, and, as such, is forward-looking. The Private Securities Litigation Reform Act of 1995 encourages reporting companies to provide analyses and estimates of future prospects and also permits reporting companies to point out that actual results may differ from those anticipated.

Actual results for the Company and Detroit Edison may differ from those expected due to a number of variables including, but not limited to, interest rates, the level of borrowings, weather, actual sales, changes in the cost of fuel and purchased power due to suspension of the PSCR mechanism, the effects of competition and the phased-in implementation of Electric Choice, the implementation of utility restructuring in Michigan (which involves pending and proposed regulatory proceedings, the recovery of stranded costs, and actual and possible reductions in rates and earnings), environmental and nuclear requirements, the impact of FERC proceedings and regulations, and contributions to earnings by non-regulated lines of business. In addition, expected results will be affected by the Company’s pending merger with MCN. While the Company and Detroit Edison believe that estimates given accurately measure the expected outcome, actual results could vary materially due to the variables mentioned, as well as others.

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Item 3 — Quantitative and Qualitative Disclosures About Market Risk.

INTEREST RATE RISK

The Company is subject to interest rate risk in conjunction with the anticipated issuance of long-term debt to be used to finance the merger with MCN. The Company’s exposure to interest rate risk arises from market fluctuations in interest rates until the date of the anticipated debt issuance. In order to limit the sensitivity to interest rate fluctuations, the Company has entered into a series of forward starting interest rate swaps and Treasury locks and designated such instruments as hedges. See Note 6 for further discussion of these derivative financial instruments.

A sensitivity analysis model was used to calculate the fair values of the Company’s derivative financial instruments, utilizing applicable market interest rates in effect at September 30, 2000. The sensitivity analysis involved increasing and decreasing the market rates by a hypothetical 10% and calculating the resulting change in the fair values of the interest rate sensitive instruments. The favorable (unfavorable) changes in fair value are as follows:

                     
Assuming Assuming
A 10% A 10%
Increase in Decrease in
Rates Rates
(Millions)
Interest Rate Risk
Interest Rate Sensitive
Forward Starting Swap - 5-year
 5.5 (8.6 )
                                        - 10-year 9.4 (32.0 )
Treasury Lock - 10-year 2.0 (2.1 )
                      - 30-year 11.7 (13.6 )

MARKET RISK

The Company measures the risk inherent in DTE Energy Trading, Inc.’s (DTE ET) portfolio utilizing VaR analysis and other methodologies, which simulate forward price curves in electric power markets to quantify estimates of the magnitude and probability of potential future losses related to open contract positions. DTE ET’s VaR expresses the potential loss in fair value of its forward contract and option position over a particular period of time, with a specified likelihood of occurrence, due to an adverse market movement. The Company reports VaR as a percentage of its earnings, based on a 95% confidence interval, utilizing 10 day holding periods. As of September 30, 2000, the Company’s VaR from its power marketing and trading activities was less than 1% of the Company’s consolidated “Income Before Income Taxes” for the nine month period ended September 30, 2000. The VaR model uses the variance-covariance statistical modeling technique, and implied and historical volatilities and correlations over the past 20 day period. The estimated market prices used to value these

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transactions for VaR purposes reflect the use of established pricing models and various factors including quotations from exchanges and over-the-counter markets, price volatility factors, the time value of money, and location differentials.

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QUARTERLY REPORT ON FORM 10-Q FOR DTE ENERGY COMPANY

PART II — OTHER INFORMATION

Item 1 — Legal Proceedings.

See Detroit Edison’s “Item 1 — Legal Proceedings” for discussion of a lawsuit pending in Wayne County Circuit Court regarding Plug Power, a developer of fuel cell technology, which is incorporated herein by reference.

Item 5 — Other Information.

DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

Effective September 5, 2000, Eric H. Peterson was elected Senior Vice President and General Counsel. Prior to joining the Company, he was a partner with Worsham Forsythe Wooldridge LLP of Dallas, Texas for 15 years.

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QUARTERLY REPORT ON FORM 10-Q FOR THE DETROIT EDISON COMPANY

PART I — FINANCIAL INFORMATION

Item 1 — Condensed Consolidated Financial Statements (Unaudited).

See pages 11 through 15.

Item 2 — Management’s Discussion and Analysis of Financial Condition and Results
                 of Operations.

See the Company’s and Detroit Edison’s “Item 2 — Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which is incorporated herein by this reference.

PART II — OTHER INFORMATION

Item 1 — Legal Proceedings.

On September 25, 2000, an order was entered in Coch, et al v. Detroit Edison (Circuit Court for Wayne County, Michigan), a lawsuit involving employment-related claims of discrimination, denying plaintiffs’ motion for class certification. An appeal of this motion has been filed.

A hearing on a motion for class certification is scheduled in November 2000 in Lotharp, et al v. Detroit Edison (Circuit Court for Wayne County, Michigan), a lawsuit brought by employment applicants claiming race/ethnic and gender-based discrimination in Detroit Edison’s employment testing programs.

Edison Development Corporation, a Company subsidiary, is an investor in Plug Power, a developer of fuel cell technology. DCT, Inc. v. Detroit Edison, et al (Circuit Court for Wayne County, Michigan) is a pending lawsuit claiming breach of a nondisclosure agreement and a letter of intent as well as misappropriation of trade secrets in connection with the evaluation and eventual investment by Plug Power in fuel cell technology. Plug Power and Edison Development are co-defendants. Discovery is underway. Detroit Edison believes all claims are without merit and is vigorously defending the action.

Item 5 — Other Information.

A collective bargaining agreement which expired in August 2000 was extended until September 2005 for 572 Detroit Edison employees represented by Local 17 of the International Brotherhood of Electrical Workers.

As discussed in the Annual Report, in January 1999, the Department of Justice (DOJ) on behalf of the EPA sent Detroit Edison a Demand Letter requiring the payment of $2.3 million in civil penalties and an unconditional commitment to abandon the use of the Conners Creek Power Plant as a coal-fired facility. In the face of Detroit Edison’s

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rejection, the DOJ/EPA filed suit. In March 1999, the United States District Court for the Eastern District of Michigan issued an Interim Remedial Order which allowed the company to convert the plant and operate it as a gas-fired facility. This was accomplished in time for the Conners Creek Power Plant to help meet record electricity demand in the summer of 1999. Detroit Edison has continued to try to resolve the remaining outstanding issues through settlement discussions. Tentative agreement has been reached with the parties and Detroit Edison has proposed to pay a settlement amount of $450,000.

The EPA has initiated enforcement actions against several major electric utilities citing violations of new source provisions of the Clean Air Act. Detroit Edison has received and responded to information requests from the EPA on this subject. It is impossible at this time to predict the future impact of this issue upon Detroit Edison.

Detroit Edison will proceed with the radiological decommissioning of Fermi 1 over the next five to seven years. The cost of such decommissioning is estimated at $34 million. Detroit Edison anticipates that there are sufficient funds available in the Fermi 1 Nuclear Decommissioning Trust Fund to pay the costs of its planned decommissioning activities.

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QUARTERLY REPORTS ON FORM 10-Q FOR
DTE ENERGY COMPANY AND THE DETROIT EDISON COMPANY

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

(a) Exhibits

    (i) Exhibits filed herewith.

             
Exhibit
Number
4-208 Amendment, dated October 24, 2000, to the Standby
Note Purchase Credit Facility, dated as of October 26,
1999, among Detroit Edison, the banks party thereto,
and Barclays Bank PLC, as Administrative Agent.
4-209 First Amendment, dated as of July 17, 2000, to the
First Supplemental Indenture, dated as of June 30,
1993, to the Collateral Trust Indenture (Notes), dated
as of June 30, 1993.
4-210 Supplemental Indenture, dated as of August 1,
2000, between Detroit Edison and First Chicago Trust
Company of New York, establishing the 2000 Series BP
Mortgage Deed.
10-39 Certain Arrangements Relating to the Employment of Eric H. Peterson.
11-20 - DTE Energy Company Basic and Diluted Earnings Per Share of
Common Stock.
12-26 - DTE Energy Company Computation of Ratio of Earnings to
Fixed Charges.
12-27 - The Detroit Edison Company Computation of Ratio of
Earnings to Fixed Charges.
15-15 - Awareness Letter of Deloitte & Touche LLP regarding
their report dated November 13, 2000.
27-37 - Financial Data Schedule for the period ended September 30, 2000 for DTE Energy Company.
27-38 - Financial Data Schedule for the period ended September 30, 2000 for The Detroit Edison
Company.

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99-36 - Eighth Amendment, dated as of August 24, 2000, to
the $200,000,000 364-Day Credit Agreement, dated as of
September 1, 1993, as amended, among Detroit Edison,
Renaissance, the Banks party thereto and Barclays Bank
PLC, New York Branch, as agent.
99-37 - Order, dated November 2, 2000, of the Michigan Public
Service Commission in U-12478.
(ii) Exhibits incorporated herein by reference.
2(a) - Agreement and Plan of Merger, among DTE Energy, MCN
Energy Group, Inc. and DTE Enterprises, Inc., dated
as of October 4, 1999 and amended as of November 12,
1999. (Exhibit 2-1 to Form 10-K for the year ended
December 31, 1999.)
3(a) - Amended and Restated Articles of Incorporation of
DTE Energy Company Energy Company dated December 13,
1995. (Exhibit 3-5 to Form 10-Q for quarter ended
September 30, 1997.)
3(b) - Certificate of Designation of Series A Junior
Participating Preferred Stock of DTE Energy Company.
(Exhibit 3-6 to Form 10-Q for quarter ended
September 30, 1997.)
3(c) - Restated Articles of Incorporation of Detroit
Edison, as filed December 10,1991 with the State of
Michigan, Department of Commerce — Corporation and
Securities Bureau (Exhibit 3-13 to Form 10-Q for
quarter ended June 30, 1999.)
3(d) - Articles of Incorporation of DTE Enterprises, Inc.
(Exhibit 3.5 to Registration No. 333-89175.)
3(e) - Rights Agreement, dated as of September 23, 1997, by
and between DTE Energy Company and The Detroit
Edison Company, as Rights Agent (Exhibit 4-1 to DTE
Energy Company Current Report on Form 8-K, dated
September 23, 1997.)
3(f) - Agreement and Plan of Exchange (Exhibit 1(2) to DTE
Energy Form 8-B filed January 2, 1996, File No.
1-11607.)
3(g) - Bylaws of DTE Energy Company, as amended through
September 22, 1999. (Exhibit 3-3 to Registration No.
333-89175.)
3(h) - Bylaws of The Detroit Edison Company, as amended
through September 22, 1999. (Exhibit 3-14 to Form
10-Q for quarter ended September 30, 1999.)
3(i) - Bylaws of DTE Enterprises, Inc. (Exhibit 3.6 to
Registration No. 333-89175.)

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4(a) - Mortgage and Deed of Trust, dated as of October 1,
1924, between Detroit Edison (File No. 1-2198) and
Bankers Trust Company as Trustee (Exhibit B-1 to
Registration No. 2-1630) and indentures supplemental
thereto, dated as of dates indicated below, and
filed as exhibits to the filings as set forth below:
     
September 1, 1947 Exhibit B-20 to Registration No. 2-7136
November 15, 1971 Exhibit 2-B-38 to Registration No. 2-42160
January 15, 1973 Exhibit 2-B-39 to Registration No. 2-46595
June 1, 1978 Exhibit 2-B-51 to Registration No. 2-61643
June 30, 1982 Exhibit 4-30 to Registration No. 278941
August 15, 1982 Exhibit 4-32 to Registration No. 2-79674
October 15, 1985 Exhibit 4-170 to Form 10-K for year ended December 31, 1994
November 30, 1987 Exhibit 4-139 to Form 10-K for year ended December 31, 1992
July 15, 1989 Exhibit 4-171 to Form 10-K for year ended December 31, 1994
December 1, 1989 Exhibit 4-172 to Form 10-K for year ended December 31, 1994
February 15, 1990 Exhibit 4-173 to Form 10-K for year ended December 31, 1994
April 1, 1991 Exhibit 4-15 to Form 10-K for year Ended December 31, 1996
November 1, 1991 Exhibit 4-181 to Form 10-K for year ended December 31, 1996
January 15, 1992 Exhibit 4-182 to Form 10-K for year ended December 31, 1996
February 29, 1992 Exhibit 4-187 to Form 10-Q for Quarter ended March 31, 1998
April 15, 1992 Exhibit 4-188 to Form 10-Q for quarter ended March 31, 1998
July 15, 1992 Exhibit 4-189 to Form 10-Q for Quarter ended March 31, 1998
July 31, 1992 Exhibit 4-190 to Form 10-Q for quarter ended September 30, 1992
January 1, 1993 Exhibit 4-131 to Registration No. 33 56496
March 1, 1993 Exhibit 4-191 to Form 10-Q for quarter ended March 31, 1998
March 15, 1993 Exhibit 4-192 to Form 10-Q for Quarter ended March 31, 1998
April 1, 1993 Exhibit 4-143 to Form 10-Q for quarter ended March 31, 1993
April 26, 1993 Exhibit 4-144 to Form 10-Q for quarter ended March 31, 1993

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May 31, 1993 Exhibit 4-148 to Registration No. 33 64296
June 30, 1993 Exhibit 4-149 to Form 10-Q for quarter ended June 30, 1993 (1993 Series AP)
June 30, 1993 Exhibit 4-150 to Form 10-Q for quarter ended June 30, 1993 (1993 Series H)
September 15, 1993 Exhibit 4-158 to Form 10-Q for quarter ended September 30, 1993
March 1, 1994 Exhibit 4-163 to Registration No. 33-53207
June 15, 1994 Exhibit 4-166 to Form 10-Q for quarter ended June 30, 1994
August 15, 1994 Exhibit 4-168 to Form 10-Q for quarter ended September 30, 1994
December 1, 1994 Exhibit 4-169 to Form 10-K for year ended December 31, 1994
August 1, 1995 Exhibit 4-174 to Form 10-Q for quarter ended September 30, 1995
August 1, 1999 Exhibit 4-204 to Form 10-Q for quarter ended September 30, 1999
August 15, 1999 Exhibit 4-205 to Form 10-Q for quarter ended September 30, 1999
January 1, 2000 Exhibit 4-205 to Form 10-K for year ended December 31, 1999
April 15, 2000 Exhibit 206 to Form 10-Q for quarter ended March 31, 2000.
     
4(b) - Collateral Trust Indenture (notes), dated as of June
30, 1993 (Exhibit 4-152 to Registration No.
33-50325).
4(c) - First Supplemental Note Indenture, dated as of June
30, 1993 (Exhibit 4-153 to Registration No.
33-50325).
4(d) - Second Supplemental Note Indenture, dated as of
September 15, 1993 (Exhibit 4-159 to Form 10-Q for
quarter ended September 30, 1993).
     

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4(e) - First Amendment, dated as of August 15, 1996, to Second Supplemental Note Indenture (Exhibit 4-17 to Form 10-Q for quarter ended September 30, 1996).
4(f) - Third Supplemental Note Indenture, dated as of August 15, 1994 (Exhibit 4-169 to Form 10-Q for quarter ended September 30, 1994).
4(g) - First Amendment, dated as of December 12, 1995, to Third Supplemental Note Indenture, dated as of August 15, 1994 (Exhibit 4-12 to Registration No. 333-00023).
4(h) - Sixth Supplemental Note Indenture, dated as of May 1, 1998, between Detroit Edison and Bankers Trust Company, as Trustee, creating the 7.54% Quarterly Income Debt Securities (“QUIDS”), including form of QUIDS. (Exhibit 4-193 to Form 10-Q for quarter ended June 30, 1998.)
4(i) - Seventh Supplemental Note Indenture, dated as of October 15, 1998, between Detroit Edison and Bankers Trust Company, as Trustee, creating the 7.375% QUIDS, including form of QUIDS. (Exhibit 4-198 to Form 10-K for year ended December 31, 1998.)
4-(j) - Eighth Supplemental Indenture, dated as of April 15, 2000, appointing Bank One Trust Company of New York as Trustee under the Detroit Edison Trust Indenture (Notes), dated as of June 30, 1993. (Exhibit 4-207 to form 10-Q for the quarter ended March 31, 2000.)
4(k) - Standby Note Purchase Credit Facility, dated as of August 17, 1994, among The Detroit Edison Company, Barclays Bank PLC, as Bank and Administrative Agent, Bank of America, The Bank of New York, The Fuji Bank Limited, the Long-Term Credit Bank of Japan, LTD, Union Bank and Citicorp Securities, Inc. and First Chicago Capital Markets, Inc. as Remarketing Agents (Exhibit 99-18 to Form 10-Q for quarter ended September 30, 1994.)
4(l) - $60,000,000 Support Agreement dated as of January 21, 1998 between DTE Energy Company and DTE Capital Corporation. (Exhibit 4-183 to Form 10-K for year ended December 31, 1997.)
4(m) - $100,000,000 Support Agreement, dated as of June 16, 1998, between DTE Energy Company and DTE Capital Corporation. (Exhibit 4-194 to Form 10-Q for quarter ended June 30, 1998.)
4(n) - $300,000,000 Support Agreement, dated as of November 18, 1998, between DTE Energy and DTE Capital Corporation. (Exhibit 4-199 to Form 10-K for year ended December 31, 1998.)

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4(0) - $400,000,000 Support Agreement, dated as of January 19, 1999, between DTE Energy Company and DTE Capital Corporation. (Exhibit 4-201 to Form 10-K for year ended December 31, 1998.)
4(p) - $40,000,000 Support Agreement, dated as of February 24, 1999 between DTE Energy Company and DTE Capital Corporation. (Exhibit 4-202 to Form 10-Q for quarter ended March 31, 1999.)
4(q) - $50,000,000 Support Agreement, dated as of June 10, 1999 between DTE Energy Company and DTE Capital Corporation. (Exhibit 4-203 to Form 10-Q for quarter ended June 30, 1999.)
4(r) - Indenture, dated as of June 15, 1998, between DTE Capital Corporation and The Bank of New York, as Trustee. (Exhibit 4-196 to Form 10-Q for quarter ended June 30, 1998.)
4(s) - First Supplemental Indenture, dated as of June 15, 1998, between DTE Capital Corporation and The Bank of New York, as Trustee, creating the $100,000,000 Remarketed Notes, Series A due 2038, including form of Note. (Exhibit 4-197 to Form 10-Q for quarter ended June 30, 1998.)
4(t) - Second Supplemental Indenture, dated as of November 1,1998, between DTE Capital Corporation and The Bank of New York, as Trustee, creating the $300,000,000 Remarketed Notes, 1998 Series B, including form of Note. (Exhibit 4-200 to Form 10-K for year ended December 31, 1998.)
99(a) - Belle River Participation Agreement between Detroit Edison and Michigan Public Power Agency, dated as of December 1, 1982 (Exhibit 28-5 to Registration No. 2-81501).
99(b) - Belle River Transmission Ownership and Operating Agreement between Detroit Edison and Michigan Public Power Agency, dated as of December 1, 1982 (Exhibit 28-6 to Registration No. 2-81501).
99(c) - 1988 Amended and Restated Loan Agreement, dated as of October 4, 1988, between Renaissance Energy Company (an unaffiliated company) (“Renaissance”) and Detroit Edison (Exhibit 99-6 to Registration No. 33-50325).
99(d) - First Amendment to 1988 Amended and Restated Loan Agreement, dated as of February 1, 1990, between Detroit Edison and Renaissance (Exhibit 99-7 to Registration No. 33-50325).
99(e) - Second Amendment to 1988 Amended and Restated Loan Agreement, dated as of September 1, 1993, between Detroit Edison and Renaissance (Exhibit 99-8 to Registration No. 33-50325).

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99(f) - Third Amendment, dated as of August 28, 1997, to 1988 Amended and Restated Loan Agreement between Detroit Edison and Renaissance. (Exhibit 99-22 to Form 10-Q for quarter ended September 30, 1997.)
99(g) - $200,000,000 364-Day Credit Agreement, dated as of September 1,1993, among Detroit Edison, Renaissance and Barclays Bank PLC, New York Branch, as Agent (Exhibit 99-12 to Registration No. 33-50325).
99(h) - First Amendment, dated as of August 31, 1994, to $200,000,000 364-Day Credit Agreement, dated September 1, 1993, among The Detroit Edison Company, Renaissance Energy Company, the Banks party thereto and Barclays Bank, PLC, New York Branch, as Agent (Exhibit 99-19 to Form 10-Q for quarter ended September 30, 1994).
99(i) - Third Amendment, dated as of March 8, 1996, to $200,000,000 364-Day Credit Agreement, dated September 1, 1993, as amended, among Detroit Edison, Renaissance, the Banks party thereto and Barclays Bank, PLC, New York Branch, as Agent (Exhibit 99-11 to Form 10-Q for quarter ended March 31, 1996).
99(j) - Fourth Amendment, dated as of August 29, 1996, to $200,000,000 364-Day Credit Agreement as of September 1, 1990, as amended, among Detroit Edison, Renaissance, the Banks party thereto and Barclays Bank, PLC, New York Branch, as Agent (Exhibit 99-13 to Form 10-Q for quarter ended September 30, 1996).
99(k) - Fifth Amendment, dated as of September 1, 1997, to $200,000,000 Multi-Year Credit Agreement, dated as of September 1, 1993, as amended, among Detroit Edison, Renaissance, the Banks Party thereto and Barclays Bank PLC, New York Branch, as Agent. (Exhibit 99-24 to Form 10-Q for quarter ended September 30, 1997.)
99(l) - Seventh Amendment, dated as of August 26, 1999, to $200,000,000 364-Day Credit Agreement, dated as of September 1, 1993, as amended among The Detroit Edison Company, Renaissance Energy Company, the Banks parties thereto and Barclays Bank PLC, New York branch as Agent. (Exhibit 99-30 to Form 10-Q for quarter ended September 30, 1999.)
99(m) - $200,000,000 Three-Year Credit Agreement, dated September 1, 1993, among Detroit Edison, Renaissance and Barclays Bank, PLC, New York Branch, as Agent (Exhibit 99-13 to Registration No. 33-50325).
99(n) - First Amendment, dated as of September 1, 1994, to $200,000,000 Three-Year Credit Agreement, dated as of September 1, 1993, among The Detroit Edison Company, Renaissance Energy

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Company, the Banks party thereto and Barclays Bank, PLC, New York Branch, as Agent (Exhibit 99-20 to Form 10-Q for quarter ended September 30, 1994).
99(o) - Third Amendment, dated as of March 8, 1996, to $200,000,000 Three-Year Credit Agreement, dated September 1, 1993, as amended among Detroit Edison, Renaissance, the Banks party thereto and Barclays Bank, PLC, New York Branch, as Agent (Exhibit 99-12 to Form 10-Q for quarter ended March 31, 1996).
99(p) - Fourth Amendment, dated as of September 1, 1996, to $200,000,000 Multi-Year (formerly Three-Year) Credit Agreement, dated as of September 1, 1993, as amended among Detroit Edison, Renaissance, the Banks party thereto and Barclays Bank, PLC, New York Branch, as Agent (Exhibit 99-14 to Form 10-Q for quarter ended September 30, 1996).
99(q) - Fifth Amendment, dated as of August 28, 1997, to $200,000,000 364-Day Credit Agreement, dated as of September 1, 1990, as amended, among Detroit Edison, Renaissance, the Banks Party thereto and Barclays Bank PLC, New York Branch, as Agent. (Exhibit 99-25 to Form 10-Q for quarter ended September 30, 1997.)
99(r) - Sixth Amendment, dated as of August 27, 1998, to $200,000,000 364-Day Credit Agreement dated as of September 1, 1990, as amended, among Detroit Edison, Renaissance, the Banks party thereto and Barclays Bank PLC, New York Branch, as agent. (Exhibit 99-32 to Registration No. 333-65765.)
99(s) - 1988 Amended and Restated Nuclear Fuel Heat Purchase Contract, dated October 4, 1988, between Detroit Edison and Renaissance (Exhibit 99-9 to Registration No. 33-50325).
99(t) - First Amendment to 1988 Amended and Restated Nuclear Fuel Heat Purchase Contract, dated as of February 1, 1990, between Detroit Edison and Renaissance (Exhibit 99-10 to Registration No. 33-50325).
99(u) - Eighth Amendment, dated as of August 26, 1999 to 1988 Amended and Restated Nuclear Fuel heat Purchase Contract between Detroit Edison and Renaissance Energy Company. (Exhibit 99-31 to Form 10-Q for quarter ended September 30, 1999.)
99(v) - U.S. $160,000,000 Standby Note Purchase Credit Facility, dated as of October 26, 1999, among Detroit Edison, the Bank’s signatory thereto, Barclays Bank PLC, as Administrative Agent and Barclays Capital Inc., Lehman Brothers Inc. and Banc One Capital Markets, Inc., as Remarketing Agents. (Exhibit 99-29 to Form 10-Q for quarter ended September 30, 1999.)

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99(w) - Standby Note Purchase Credit Facility, dated as of September 12, 1997, among The Detroit Edison Company and the Bank’s Signatory thereto and The Chase Manhattan Bank, as Administrative Agent, and Citicorp Securities, Inc., Lehman Brokers, Inc., as Remarketing Agents and Chase Securities, Inc. as Arranger. (Exhibit 99-26 to Form 10-Q for quarter ended September 30, 1997.)
99(x) - Third Amended and Restated Credit Agreement, Dated as of January 18, 2000 among DTE Capital Corporation, the Initial Lenders, Citibank, N.A., as Agent, and ABN AMRO Bank N.V., Bank One N.A., Barclays Bank PLC, Bayerische Landesbank Girozertrale, Cayman Islands Branch, Comerica Bank and Den Daske Bank Aktieselskab, as Co-Agents.
99(y) - First Amendment, dated as of April 5, 2000, to Third Amended and Restated Credit Agreement, dated as of January 18, 2000 among DTE Capital Corporation, certain Lenders, Citibank, N.A., as Agent, and ABN AMRO Bank N.V., Bank One, N.A., Barclays Bank PLC, Bayerische Landesbank Girozertrale, Cayman Islands Branch, Comerica Bank and Den Daske Bank Aktieselskab, as Co-Agents. (Exhibit 99-33 to Form 10-Q for quarter ended March 31, 2000.)
     
(b) On July 7, 2000, the Company and Detroit Edison filed a Current Report on Form 8-K discussing Detroit Edison’s July 5, 2000 application to the MPSC requesting a securitization financing order in the amount of up to approximately $1.850 billion.

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SIGNATURES

      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.

             
DTE ENERGY COMPANY
(Registrant)
 
Date
 November 13, 2000
 /s/ SUSAN M. BEALE
Susan M. Beale
Vice President and Corporate Secretary
 
Date
 November 13, 2000 /s/ DAVID E. MEADOR
David E. Meador
Senior Vice President and Treasurer

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SIGNATURES

      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.

             
THE DETROIT EDISON COMPANY
(Registrant)
 
Date
 November 13, 2000 /s/ SUSAN M. BEALE
Susan M. Beale
Vice President and Corporate Secretary
 
Date
 November 13, 2000 /s/ DANIEL G. BRUDZYNSKI
Daniel G. Brudzynski
Controller

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EXHIBIT INDEX

    (i) Exhibits filed herewith.

                 
Exhibit
Number
4-208 Amendment, dated October 24, 2000, to the Standby Note Purchase Credit Facility, dated as of October 26, 1999, among Detroit Edison, the banks party thereto, and Barclays Bank PLC, as Administrative Agent.
4-209 First Amendment, dated as of July 17, 2000, to the First Supplemental Indenture, dated as of June 30, 1993, to the Collateral Trust Indenture (Notes), dated as of June 30, 1993.
4-210 Supplemental Indenture, dated as of August 1, 2000, between Detroit Edison and First Chicago Trust Company of New York, establishing the 2000 Series BP Mortgage Deed.
10-39 Certain Arrangements Relating to the Employment of Eric H. Peterson.
11-20 - DTE Energy Company Basic and Diluted Earnings Per Share of Common Stock.
12-26 - DTE Energy Company Computation of Ratio of Earnings to Fixed Charges.
12-27 - The Detroit Edison Company Computation of Ratio of Earnings to Fixed Charges.
15-15 - Awareness Letter of Deloitte & Touche LLP regarding their report dated November 13, 2000.
27-37 - Financial Data Schedule for the period ended September 30, 2000 for DTE Energy Company.
27-38 - Financial Data Schedule for the period ended September 30, 2000 for The Detroit Edison Company.

 

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99-36 - Eighth Amendment, dated as of August 24, 2000, to the $200,000,000 364-Day Credit Agreement, dated as of September 1, 1993, as amended, among Detroit Edison, Renaissance, the Banks party thereto and Barclays Bank PLC, New York Branch, as agent.
99-37 - Order, dated November 2, 2000, of the Michigan Public Service Commission in U-12478.
(ii) Exhibits incorporated herein by reference.
2(a) - Agreement and Plan of Merger, among DTE Energy, MCN Energy Group, Inc. and DTE Enterprises, Inc., dated as of October 4, 1999 and amended as of November 12, 1999. (Exhibit 2-1 to Form 10-K for the year ended December 31, 1999.)
3(a) - Amended and Restated Articles of Incorporation of DTE Energy Company Energy Company dated December 13, 1995. (Exhibit 3-5 to Form 10-Q for quarter ended September 30, 1997.)
3(b) - Certificate of Designation of Series A Junior Participating Preferred Stock of DTE Energy Company. (Exhibit 3-6 to Form 10-Q for quarter ended September 30, 1997.)
3(c) - Restated Articles of Incorporation of Detroit Edison, as filed December 10,1991 with the State of Michigan, Department of Commerce — Corporation and Securities Bureau (Exhibit 3-13 to Form 10-Q for quarter ended June 30, 1999.)
3(d) - Articles of Incorporation of DTE Enterprises, Inc. (Exhibit 3.5 to Registration No. 333-89175.)
3(e) - Rights Agreement, dated as of September 23, 1997, by and between DTE Energy Company and The Detroit Edison Company, as Rights Agent (Exhibit 4-1 to DTE Energy Company Current Report on Form 8-K, dated September 23, 1997.)
3(f) - Agreement and Plan of Exchange (Exhibit 1(2) to DTE Energy Form 8-B filed January 2, 1996, File No. 1-11607.)
3(g) - Bylaws of DTE Energy Company, as amended through September 22, 1999. (Exhibit 3-3 to Registration No. 333-89175.)
3(h) - Bylaws of The Detroit Edison Company, as amended through September 22, 1999. (Exhibit 3-14 to Form 10-Q for quarter ended September 30, 1999.)
3(i) - Bylaws of DTE Enterprises, Inc. (Exhibit 3.6 to Registration No. 333-89175.)

 

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4(a) - Mortgage and Deed of Trust, dated as of October 1, 1924, between Detroit Edison (File No. 1-2198) and Bankers Trust Company as Trustee (Exhibit B-1 to Registration No. 2-1630) and indentures supplemental thereto, dated as of dates indicated below, and filed as exhibits to the filings as set forth below:
       
September 1, 1947 Exhibit B-20 to Registration No. 2-7136
November 15, 1971 Exhibit 2-B-38 to Registration No. 2-42160
January 15, 1973 Exhibit 2-B-39 to Registration No. 2-46595
June 1, 1978 Exhibit 2-B-51 to Registration No. 2-61643
June 30, 1982 Exhibit 4-30 to Registration No. 278941
August 15, 1982 Exhibit 4-32 to Registration No. 2-79674
October 15, 1985 Exhibit 4-170 to Form 10-K for year ended December 31, 1994
November 30, 1987 Exhibit 4-139 to Form 10-K for year ended December 31, 1992
July 15, 1989 Exhibit 4-171 to Form 10-K for year ended December 31, 1994
December 1, 1989 Exhibit 4-172 to Form 10-K for year ended December 31, 1994
February 15, 1990 Exhibit 4-173 to Form 10-K for year ended December 31, 1994
April 1, 1991 Exhibit 4-15 to Form 10-K for year Ended December 31, 1996
November 1, 1991 Exhibit 4-181 to Form 10-K for year ended December 31, 1996
January 15, 1992 Exhibit 4-182 to Form 10-K for year ended December 31, 1996
February 29, 1992 Exhibit 4-187 to Form 10-Q for Quarter ended March 31, 1998
April 15, 1992 Exhibit 4-188 to Form 10-Q for quarter ended March 31, 1998
July 15, 1992 Exhibit 4-189 to Form 10-Q for Quarter ended March 31, 1998
July 31, 1992 Exhibit 4-190 to Form 10-Q for quarter ended September 30, 1992
January 1, 1993 Exhibit 4-131 to Registration No. 33 56496
March 1, 1993 Exhibit 4-191 to Form 10-Q for quarter ended March 31, 1998
March 15, 1993 Exhibit 4-192 to Form 10-Q for Quarter ended March 31, 1998
April 1, 1993 Exhibit 4-143 to Form 10-Q for quarter ended March 31, 1993
April 26, 1993 Exhibit 4-144 to Form 10-Q for quarter ended March 31, 1993

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May 31, 1993 Exhibit 4-148 to Registration No. 33 64296
June 30, 1993 Exhibit 4-149 to Form 10-Q for quarter ended June 30, 1993 (1993 Series AP)
June 30, 1993 Exhibit 4-150 to Form 10-Q for quarter ended June 30, 1993 (1993 Series H)
September 15, 1993 Exhibit 4-158 to Form 10-Q for quarter ended September 30, 1993
March 1, 1994 Exhibit 4-163 to Registration No. 33-53207
June 15, 1994 Exhibit 4-166 to Form 10-Q for quarter ended June 30, 1994
August 15, 1994 Exhibit 4-168 to Form 10-Q for quarter ended September 30, 1994
December 1, 1994 Exhibit 4-169 to Form 10-K for year ended December 31, 1994
August 1, 1995 Exhibit 4-174 to Form 10-Q for quarter ended September 30, 1995
August 1, 1999 Exhibit 4-204 to Form 10-Q for quarter ended September 30, 1999
August 15,1999 Exhibit 4-205 to Form 10-Q for quarter ended September 30, 1999
January 1, 2000 Exhibit 4-205 to Form 10-K for year ended December 31, 1999
April 15, 2000 Exhibit 206 to Form 10-Q for quarter ended March 31, 2000.
4(b) - Collateral Trust Indenture (notes), dated as of June 30, 1993 (Exhibit 4-152 to Registration No. 33-50325).
4(c) - First Supplemental Note Indenture, dated as of June 30, 1993 (Exhibit 4-153 to Registration No. 33-50325).
4(d) - Second Supplemental Note Indenture, dated as of September 15, 1993 (Exhibit 4-159 to Form 10-Q for quarter ended September 30, 1993).

 

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4(e) - First Amendment, dated as of August 15, 1996, to Second Supplemental Note Indenture (Exhibit 4-17 to Form 10-Q for quarter ended September 30, 1996).
4(f) - Third Supplemental Note Indenture, dated as of August 15, 1994 (Exhibit 4-169 to Form 10-Q for quarter ended September 30, 1994).
4(g) - First Amendment, dated as of December 12, 1995, to Third Supplemental Note Indenture, dated as of August 15, 1994 (Exhibit 4-12 to Registration No. 333-00023).
4(h) - Sixth Supplemental Note Indenture, dated as of May 1, 1998, between Detroit Edison and Bankers Trust Company, as Trustee, creating the 7.54% Quarterly Income Debt Securities (“QUIDS”), including form of QUIDS. (Exhibit 4-193 to Form 10-Q for quarter ended June 30, 1998.)
4(i) - Seventh Supplemental Note Indenture, dated as of October 15, 1998, between Detroit Edison and Bankers Trust Company, as Trustee, creating the 7.375% QUIDS, including form of QUIDS. (Exhibit 4-198 to Form 10-K for year ended December 31, 1998.)
4-(j) - Eighth Supplemental Indenture, dated as of April 15, 2000, appointing Bank One Trust Company of New York as Trustee under the Detroit Edison Trust Indenture (Notes), dated as of June 30, 1993. (Exhibit 4-207 to form 10-Q for the quarter ended March 31, 2000.)
4(k) - Standby Note Purchase Credit Facility, dated as of August 17, 1994, among The Detroit Edison Company, Barclays Bank PLC, as Bank and Administrative Agent, Bank of America, The Bank of New York, The Fuji Bank Limited, the Long-Term Credit Bank of Japan, LTD, Union Bank and Citicorp Securities, Inc. and First Chicago Capital Markets, Inc. as Remarketing Agents (Exhibit 99-18 to Form 10-Q for quarter ended September 30, 1994.)
4(l) - $60,000,000 Support Agreement dated as of January 21, 1998 between DTE Energy Company and DTE Capital Corporation. (Exhibit 4-183 to Form 10-K for year ended December 31, 1997.)
4(m) - $100,000,000 Support Agreement, dated as of June 16, 1998, between DTE Energy Company and DTE Capital Corporation. (Exhibit 4-194 to Form 10-Q for quarter ended June 30, 1998.)
4(n) - $300,000,000 Support Agreement, dated as of November 18, 1998, between DTE Energy and DTE Capital Corporation. (Exhibit 4-199 to Form 10-K for year ended December 31, 1998.)

 

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4(0) - $400,000,000 Support Agreement, dated as of January 19, 1999, between DTE Energy Company and DTE Capital Corporation. (Exhibit 4-201 to Form 10-K for year ended December 31, 1998.)
4(p) - $40,000,000 Support Agreement, dated as of February 24, 1999 between DTE Energy Company and DTE Capital Corporation. (Exhibit 4-202 to Form 10-Q for quarter ended March 31, 1999.)
4(q) - $50,000,000 Support Agreement, dated as of June 10, 1999 between DTE Energy Company and DTE Capital Corporation. (Exhibit 4-203 to Form 10-Q for quarter ended June 30, 1999.)
4(r) - Indenture, dated as of June 15, 1998, between DTE Capital Corporation and The Bank of New York, as Trustee. (Exhibit 4-196 to Form 10-Q for quarter ended June 30, 1998.)
4(s) - First Supplemental Indenture, dated as of June 15, 1998, between DTE Capital Corporation and The Bank of New York, as Trustee, creating the $100,000,000 Remarketed Notes, Series A due 2038, including form of Note. (Exhibit 4-197 to Form 10-Q for quarter ended June 30, 1998.)
4(t) - Second Supplemental Indenture, dated as of November 1,1998, between DTE Capital Corporation and The Bank of New York, as Trustee, creating the $300,000,000 Remarketed Notes, 1998 Series B, including form of Note. (Exhibit 4-200 to Form 10-K for year ended December 31, 1998.)
99(a) - Belle River Participation Agreement between Detroit Edison and Michigan Public Power Agency, dated as of December 1, 1982 (Exhibit 28-5 to Registration No. 2-81501).
99(b) - Belle River Transmission Ownership and Operating Agreement between Detroit Edison and Michigan Public Power Agency, dated as of December 1, 1982 (Exhibit 28-6 to Registration No. 2-81501).
99(c) - 1988 Amended and Restated Loan Agreement, dated as of October 4, 1988, between Renaissance Energy Company (an unaffiliated company) (“Renaissance”) and Detroit Edison (Exhibit 99-6 to Registration No. 33-50325).
99(d) - First Amendment to 1988 Amended and Restated Loan Agreement, dated as of February 1, 1990, between Detroit Edison and Renaissance (Exhibit 99-7 to Registration No. 33-50325).
99(e) - Second Amendment to 1988 Amended and Restated Loan Agreement, dated as of September 1, 1993, between Detroit Edison and Renaissance (Exhibit 99-8 to Registration No. 33-50325).

 

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99(f) - Third Amendment, dated as of August 28, 1997, to 1988 Amended and Restated Loan Agreement between Detroit Edison and Renaissance. (Exhibit 99-22 to Form 10-Q for quarter ended September 30, 1997.)
99(g) - $200,000,000 364-Day Credit Agreement, dated as of September 1,1993, among Detroit Edison, Renaissance and Barclays Bank PLC, New York Branch, as Agent (Exhibit 99-12 to Registration No. 33-50325).
99(h) - First Amendment, dated as of August 31, 1994, to $200,000,000 364-Day Credit Agreement, dated September 1, 1993, among The Detroit Edison Company, Renaissance Energy Company, the Banks party thereto and Barclays Bank, PLC, New York Branch, as Agent (Exhibit 99-19 to Form 10-Q for quarter ended September 30, 1994).
99(i) - Third Amendment, dated as of March 8, 1996, to $200,000,000 364-Day Credit Agreement, dated September 1, 1993, as amended, among Detroit Edison, Renaissance, the Banks party thereto and Barclays Bank, PLC, New York Branch, as Agent (Exhibit 99-11 to Form 10-Q for quarter ended March 31, 1996).
99(j) - Fourth Amendment, dated as of August 29, 1996, to $200,000,000 364-Day Credit Agreement as of September 1, 1990, as amended, among Detroit Edison, Renaissance, the Banks party thereto and Barclays Bank, PLC, New York Branch, as Agent (Exhibit 99-13 to Form 10-Q for quarter ended September 30, 1996).
99(k) - Fifth Amendment, dated as of September 1, 1997, to $200,000,000 Multi-Year Credit Agreement, dated as of September 1, 1993, as amended, among Detroit Edison, Renaissance, the Banks Party thereto and Barclays Bank PLC, New York Branch, as Agent. (Exhibit 99-24 to Form 10-Q for quarter ended September 30, 1997.)
99(l) - Seventh Amendment, dated as of August 26, 1999, to $200,000,000 364-Day Credit Agreement, dated as of September 1, 1993, as amended among The Detroit Edison Company, Renaissance Energy Company, the Banks parties thereto and Barclays Bank PLC, New York branch as Agent. (Exhibit 99-30 to Form 10-Q for quarter ended September 30, 1999.)
99(m) - $200,000,000 Three-Year Credit Agreement, dated September 1, 1993, among Detroit Edison, Renaissance and Barclays Bank, PLC, New York Branch, as Agent (Exhibit 99-13 to Registration No. 33-50325).
99(n) - First Amendment, dated as of September 1, 1994, to $200,000,000 Three-Year Credit Agreement, dated as of September 1, 1993, among The Detroit Edison Company, Renaissance Energy

 

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Company, the Banks party thereto and Barclays Bank, PLC, New York Branch, as Agent (Exhibit 99-20 to Form 10-Q for quarter ended September 30, 1994).
99(o) - Third Amendment, dated as of March 8, 1996, to $200,000,000 Three-Year Credit Agreement, dated September 1, 1993, as amended among Detroit Edison, Renaissance, the Banks party thereto and Barclays Bank, PLC, New York Branch, as Agent (Exhibit 99-12 to Form 10-Q for quarter ended March 31, 1996).
99(p) - Fourth Amendment, dated as of September 1, 1996, to $200,000,000 Multi-Year (formerly Three-Year) Credit Agreement, dated as of September 1, 1993, as amended among Detroit Edison, Renaissance, the Banks party thereto and Barclays Bank, PLC, New York Branch, as Agent (Exhibit 99-14 to Form 10-Q for quarter ended September 30, 1996).
99(q) - Fifth Amendment, dated as of August 28, 1997, to $200,000,000 364-Day Credit Agreement, dated as of September 1, 1990, as amended, among Detroit Edison, Renaissance, the Banks Party thereto and Barclays Bank PLC, New York Branch, as Agent. (Exhibit 99-25 to Form 10-Q for quarter ended September 30, 1997.)
99(r) - Sixth Amendment, dated as of August 27, 1998, to $200,000,000 364-Day Credit Agreement dated as of September 1, 1990, as amended, among Detroit Edison, Renaissance, the Banks party thereto and Barclays Bank PLC, New York Branch, as agent. (Exhibit 99-32 to Registration No. 333-65765.)
99(s) - 1988 Amended and Restated Nuclear Fuel Heat Purchase Contract, dated October 4, 1988, between Detroit Edison and Renaissance (Exhibit 99-9 to Registration No. 33-50325).
99(t) - First Amendment to 1988 Amended and Restated Nuclear Fuel Heat Purchase Contract, dated as of February 1, 1990, between Detroit Edison and Renaissance (Exhibit 99-10 to Registration No. 33-50325).
99(u) - Eighth Amendment, dated as of August 26, 1999 to 1988 Amended and Restated Nuclear Fuel heat Purchase Contract between Detroit Edison and Renaissance Energy Company. (Exhibit 99-31 to Form 10-Q for quarter ended September 30, 1999.)
99(v) - U.S. $160,000,000 Standby Note Purchase Credit Facility, dated as of October 26, 1999, among Detroit Edison, the Bank’s signatory thereto, Barclays Bank PLC, as Administrative Agent and Barclays Capital Inc., Lehman Brothers Inc. and Banc One Capital Markets, Inc., as Remarketing Agents. (Exhibit 99-29 to Form 10-Q for quarter ended September 30, 1999.)

 

Table of Contents

     
99(w) - Standby Note Purchase Credit Facility, dated as of September 12, 1997, among The Detroit Edison Company and the Bank’s Signatory thereto and The Chase Manhattan Bank, as Administrative Agent, and Citicorp Securities, Inc., Lehman Brokers, Inc., as Remarketing Agents and Chase Securities, Inc. as Arranger. (Exhibit 99-26 to Form 10-Q for quarter ended September 30, 1997.)
99(x) - Third Amended and Restated Credit Agreement, Dated as of January 18, 2000 among DTE Capital Corporation, the Initial Lenders, Citibank, N.A., as Agent, and ABN AMRO Bank N.V., Bank One N.A., Barclays Bank PLC, Bayerische Landesbank Girozertrale, Cayman Islands Branch, Comerica Bank and Den Daske Bank Aktieselskab, as Co-Agents.
99(y) - First Amendment, dated as of April 5, 2000, to Third Amended and Restated Credit Agreement, dated as of January 18, 2000 among DTE Capital Corporation, certain Lenders, Citibank, N.A., as Agent, and ABN AMRO Bank N.V., Bank One, N.A., Barclays Bank PLC, Bayerische Landesbank Girozertrale, Cayman Islands Branch, Comerica Bank and Den Daske Bank Aktieselskab, as Co-Agents. (Exhibit 99-33 to Form 10-Q for quarter ended March 31, 2000.)
     
(b) On July 7, 2000, the Company and Detroit filed a Current Report on Form 8-K discussing Detroit Edison’s July 5, 2000 application to the MPSC requesting a securitization financing order in the amount of up to approximately $1.850 billion.

 



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