UNITED STATES
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 Quarterly Period ended September 30, 2006March 31, 2007
Commission file number 1-2198
The registrantDetroit Edison Company meets the conditions set forth in General Instruction H (1) (a) and (b) of Form 10-Q and is, therefore, filing this Form with the reduced disclosure format.
THE DETROIT EDISON COMPANY
(Exact name of registrant as specified in its charter)
   
Michigan
(State or other jurisdiction of
incorporation or organization)
 38-0478650
(I.R.S. Employer
Identification No.)
   
20002nd Avenue, Detroit, Michigan
(Address of principal executive offices)
 48226-1279
(Zip Code)
313-235-4000
(Registrant’s telephone number, including area code)
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yesþ Noo
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filero     Accelerated filero     Non-accelerated filerþ
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yeso Noþ
All of the registrant’s 138,632,324 outstanding shares of common stock, par value $10 per share, are owned by DTE Energy Company.
 
 

 


 

The Detroit Edison Company
Quarterly Report on Form 10-Q
Quarter Ended September 30, 2006March 31, 2007
Table of Contents
     
  Page
  1 
     
  2 
     
Part I Financial Information
    
     
Item 1. Financial Statements    
     
  78 
     
  89 
     
  1011 
     
  1112 
     
  1213 
     
  3 
     
  67 
     
    
     
23
  2324 
     
  2425 
Computation of Ratios of Earnings to Fixed Charges
 Chief Executive Officer Section 302 Form 10-Q Certification
 Chief Financial Officer Section 302 Form 10-Q Certification
 Chief Executive Officer Section 906 Form 10-Q Certification
 Chief Financial Officer Section 906 Form 10-Q Certification

 


Definitions
CTACosts to achieve, consisting of project management, consultant support and employee severance, related to the Performance Excellence Process
   
Customer Choice Statewide initiatives giving customers in Michigan the option to choose alternative suppliers for electricity.
   
Detroit Edison The Detroit Edison Company (a direct wholly owned subsidiary of DTE Energy)Energy Company) and any subsidiary companies
   
DTE Energy DTE Energy Company, the parent of Detroit Edison and directly or indirectly the parent company of numerous non-utility subsidiaries
   
EPA United States Environmental Protection Agency
   
FERC Federal Energy Regulatory Commission
   
ITCInternational Transmission Company (until February 28, 2003, a wholly owned subsidiary of DTE Energy Company)
MDEQMichigan Department of Environmental Quality
MISOMidwest Independent System Operator, a Regional Transmission Organization
MPSC Michigan Public Service Commission
   
NRC Nuclear Regulatory Commission
   
PSCR A power supply cost recovery mechanism authorized by the MPSC that allows Detroit Edison to recover through rates its fuel, fuel-related and purchased power expenses. The clause was suspended under Michigan’s restructuring legislation (signed into law June 5, 2000), which lowered and froze electric customer rates. The clause was reinstated by the MPSC effective January 1, 2004.
   
Securitization Detroit Edison financed specific stranded costs at lower interest rates through the sale of rate reduction bonds by a wholly owned special purpose entity, the Detroit Edison Securitization Funding LLC.
   
SFAS Statement of Financial Accounting Standards
Stranded costs CostsCosts incurred by utilities in order to serve customers in a regulated environment that absent special regulatory approval would not otherwise expect to be recoverable if customers switch to alternative energy suppliers.
  
Units of Measurement
  
gWhGigawatthour of electricity
   
kWh Kilowatthour of electricity
   
MW Megawatt of electricity
   
MWh Megawatthour of electricity

1


Forward-Looking Statements
Certain information presented herein includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve certain risks and uncertainties that may cause actual future results to differ materially from those contemplated, projected, estimated or budgeted. There are many factors that may impact forward-looking statements including, but not limited to, the following:
the effects of weather and other natural phenomena on operations and sales to customers, and purchases from suppliers;
economic climate and population growth or decline in the geographic areas where we do business;
environmental issues, laws and regulations, and the cost of remediation and compliance;
nuclear regulations and operations associated with nuclear facilities;
implementation of the electric Customer Choice program;
impact of electric utility restructuring in Michigan, including legislative amendments;
employee relations and the impact of collective bargaining agreements;
unplanned outages;
access to capital markets and capital market conditions and the results of other financing efforts that can be affected by credit agency ratings;
the timing and extent of changes in interest rates;
the level of borrowing;
changes in the cost and availability of coal and other raw materials, and purchased power;
effects of competition;
impact of regulation by FERC, MPSC, NRC and other applicable governmental proceedings and regulations, including any associated impact on rate structures;
changes in and application of federal, state and local tax laws and their interpretations, including the Internal Revenue Code, regulations, rulings, court proceedings and audits;
the ability to recover costs through rate increases;
the availability, cost, coverage and terms of insurance;
the cost of protecting assets against, or damage due to, terrorism;
changes in and application of accounting standards and financial reporting regulations;
changes in federal or state laws and their interpretation with respect to regulation, energy policy and other business issues;
uncollectible accounts receivable;
litigation and related appeals; and
changes in the economic and financial viability of our suppliers, customers and trading counterparties, and the continued ability of such parties to perform their obligations to Detroit Edison.
the effects of weather and other natural phenomena on operations and sales to customers, and purchases from suppliers;
economic climate and population growth or decline in the geographic areas where we do business;
environmental issues, laws, regulations, and the cost of remediation and compliance, including potential new federal and state requirements that could include carbon and more stringent mercury emission controls, a renewable portfolio standard and energy efficiency mandates;
nuclear regulations and operations associated with nuclear facilities;
implementation of the electric Customer Choice program;
impact of electric utility restructuring in Michigan, including legislative amendments;
employee relations and the negotiation and impacts of collective bargaining agreements;
unplanned outages;
access to capital markets and capital market conditions and the results of other financing efforts that can be affected by credit agency ratings;
the timing and extent of changes in interest rates;
the level of borrowing;
changes in the cost and availability of coal and other raw materials, and purchased power;
effects of competition;
impact of regulation by FERC, MPSC, NRC and other applicable governmental proceedings and regulations, including any associated impact on rate structures;
changes in and application of federal, state and local tax laws and their interpretations, including the Internal Revenue Code, regulations, rulings, court proceedings and audits;
the ability to recover costs through rate increases;
the availability, cost, coverage and terms of insurance;
the cost of protecting assets against, or damage due to, terrorism;
changes in and application of accounting standards and financial reporting regulations;
changes in federal or state laws and their interpretation with respect to regulation, energy policy and other business issues;
uncollectible accounts receivable;
binding arbitration, litigation and related appeals;
changes in the economic and financial viability of our suppliers, customers and trading counterparties, and the continued ability of such parties to perform their obligations to Detroit Edison; and
implementation of new processes and new core information systems.
New factors emerge from time to time. We cannot predict what factors may arise or how such factors may cause our results to differ materially from those contained in any forward-looking statement. Any forward-looking statements speak only as of the date on which such statements are made. We undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of unanticipated events.

2


The Detroit Edison Company
Management’s Narrative Analysis of Results of Operations
The Management’s Narrative Analysis of Results of Operations discussion for Detroit Edison is presented in accordance with General Instruction H(2) (a) of Form 10-Q.
Factors impacting income:income: Net income increased $24 million during the 2006 third quarter and $42decreased $19 million in the 2006 nine-month period. These resultsfirst quarter of 2007 primarily reflect higher gross margins, partially offset bydue to increased depreciation and amortization expenses. The 2006 third quarter benefited from the deferral of costs to achieve (CTA) associated with our Performance Excellence Process.expenses, higher operation and maintenance expenses, and an increase in reserves.
            
Increase (Decrease) in Income Statement Components     
Compared to Prior Year Three Nine 
Increase (Decrease) in Statement of Operations Three 
Components Compared to Prior Year Months 
(in Millions) Months Months  
Operating Revenues $51 $251  $44 
Fuel and Purchased Power  (65) 9  45 
        
Gross Margin 116 242   (1)
Operation and Maintenance  (48) 14  4 
Depreciation and Amortization 137 162  15 
Taxes Other Than Income  (4)  (2) 3 
Asset (gains) and losses, net 25 25 
Other Reserves 7 
        
Operating Income 6 43   (30)
Other (Income) and Deductions  (11)  (1)  (4)
Income Tax Provision  (7) 2   (7)
        
Net Income $24 $42  $(19)
        
Gross marginsmarginincreased $116 million during the 2006 third quarter and $242declined $1 million in the 2006 nine-month period. The quarterly and year-to-date improvements were primarilyfirst quarter of 2007 due to increasedlower rates resulting primarily from the August 2006 settlement in the MPSC show cause proceeding that provided for an annualized rate reduction of $53 million effective in September 2006 and an additional annualized rate reduction of $26 million effective in January 2007. Gross margins were also lower due to the expiration of the residential rate cap on January 1, 2006 andpoor economic conditions, partially offset by higher margins due to returning sales from electric Customer Choice partially offset by milderand the impacts of colder weather in 2006.the first quarter of 2007. Revenues include a component for the cost of power sold that is recoverable through the PSCR mechanism.
         
Increase (Decrease) in Gross Margin Components      
Compared to Prior Year Three  Nine 
(in Millions) Months  Months 
Weather related margin impacts $(38) $(71)
Removal of residential rate caps effective January 1, 2006  106   160 
Return of customers from electric Customer Choice  55   106 
Service territory economic performance  (34)  (13)
Impact of MPSC 2004 PSCR order  39   39 
Other, net  (12)  21 
       
Increase in gross margin performance $116  $242 
       
The following table displays changes in various gross margin components relative to the comparable prior period:
     
Increase (Decrease) in Gross Margin Components Compared Three 
to Prior Year Months 
(in Millions)    
Weather related margin impacts $8 
Return of customers from electric Customer Choice  17 
Service territory economic performance  (14)
Impact of MPSC rate orders  (18)
Other, net  6 
    
Decrease in gross margin $(1)
    

3


        
                 Three Months Ended 
 Three Months Ended Nine Months Ended  March 31 
Power Generated and Purchased September 30 September 30  2007 2006 
(in Thousands of MWh) 2006 2005 2006 2005  
Power Plant Generation  
Fossil 10,867 11,578 29,382 30,887  10,557 9,308 
Nuclear 1,873 1,979 4,991 6,304  2,428 2,197 
              
 12,740 13,557 34,373 37,191  12,985 11,505 
Purchased Power 3,085 2,347 7,917 5,156  1,233 1,513 
              
System Output 15,825 15,904 42,290 42,347  14,218 13,018 
Less Line Loss and Internal Use  (483)  (888)  (2,165)  (2,237)  (784)  (825)
              
Net System Output 15,342 15,016 40,125 40,110  13,434 12,193 
              
  
Average Unit Cost ($/MWh)
  
Generation (1) $17.78 $17.69 $16.33 $15.68  $15.41 $14.66 
              
Purchased Power $68.28 $123.36 $58.89 $92.39  $63.88 $50.42 
              
Overall Average Unit Cost $27.62 $33.29 $24.30 $25.02  $19.62 $18.82 
              
 
(1) Represents fuel costs associated with power plants.
        
                 Three Months Ended 
 Three Months Ended Nine Months Ended  March 31 
 September 30 September 30  2007 2006 
(in Thousands of MWh) 2006 2005 2006 2005  
Electric Sales
  
Residential 4,883 5,554 12,233 13,371  3,786 3,836 
Commercial 4,927 4,462 13,440 11,646  4,309 4,008 
Industrial 3,695 3,197 10,058 9,118  3,374 3,154 
Wholesale 719 599 2,096 1,719  735 675 
Other 95 93 291 285  110 106 
              
 14,319 13,905 38,118 36,139  12,314 11,779 
Interconnections sales (1) 1,023 1,111 2,007 3,971  1,120 414 
              
Total Electric Sales 15,342 15,016 40,125 40,110  13,434 12,193 
              
  
Electric Deliveries
  
Retail and Wholesale 14,319 13,905 38,118 36,139  12,314 11,779 
Electric Customer Choice 319 1,635 2,188 5,178  451 1,139 
Electric Customer Choice – Self Generators (2) 215 62 693 429  67 224 
              
Total Electric Sales and Deliveries 14,853 15,602 40,999 41,746  12,832 13,142 
              
 
(1) Represents power that is not distributed by Detroit Edison.
 
(2) Represents deliveries for self generators who have purchased power from alternative energy suppliers to supplement their power requirements.
Operation and maintenance expenseexpense decreased $48increased $4 million in the thirdfirst quarter of 20062007 due primarily to higher storm expense of $15 million, partially offset by lower generation expenses of $5 million and increased $14lower corporate support allocation charges of $6 million.
Depreciation and amortization expensewas higher by $15 million in the 2006 nine-month period. Pursuant to MPSC authorization, in the thirdfirst quarter of 2006, Detroit Edison deferred approximately $742007 due primarily to increased amortization of regulatory assets of $10 million consisting of $4 million for the amortization of regulatory assets, $3 million related to the electric Customer Choice Incentive mechanism and $3 million for the amortization of CTA, including all amounts incurred in the third quarter and approximately $49higher depreciation of $1 million of costs that were previously expensed through June 30, 2006. In the third quarter of 2006, we had $16 million in lower storm expenses, which were offset by $13 million of increased distribution system maintenance and a $9 million increase in plant outages. The year-to-date increase of $14 million in operation and maintenance expense was primarily due to increased plant outageshigher levels of $12 million, increased distribution system maintenance of $24 million, offset by $21 million in lower storm expenses.depreciable plant.

4


Depreciation and amortizationOther reservesexpense increased $137were $7 million in the thirdfirst quarter of 2006 and $162 million in the 2006 nine-month period due to2007 representing a $112 million net stranded cost write-offreserve for a loan guaranty related to the September 2006 MPSC order regarding stranded costs and a $15 million increase in our asset retirement obligation at our Fermi 1 nuclear facility. We also had increased amortization of regulatory assets of $14 million related to electric Customer Choice and $7 million related to our securitized assets.
Asset (gains) and losses, netdecreased by $25 million as a result of our 2005prior sale of land near our headquarters in Detroit Michigan.Edison’s steam heating business to Thermal Ventures II, LP.
Outlook We continue to improve the operating performance of Detroit Edison. During the past year, weWe have resolved a portion of our regulatory issues and continue to pursue additional regulatory and/or legislative solutions for structural problems within the Michigan market structure, primarily electric Customer Choice and the need to adjust rates for each customer class to reflect the full cost of service.
Concurrently, we will move forward in our efforts to continue to improve performance. Looking forward, additional issues, such as rising prices for coal, uranium and health care and higher levels of capital spending, will result in us taking meaningful action to address our costs while continuing to provide quality customer service. We will utilize the DTE Energy Operating System and the Performance Excellence Process to seek opportunities to improve productivity, remove waste and decrease our costs while improving customer satisfaction.
Long term, we will be required to invest an estimated $2.4 billion on emission controls through 2018. Should we be ableWe intend to recoverseek recovery of these costs in future rate cases, we may experience a growth in earnings. cases.
Additionally, our service territory may require additional generation capacity. A new base-load generating plant has not been built within the State of Michigan in the last 20 years. Should our regulatory environment be conducive to such a significant capital expenditure, we may build or expand a new base- load coal or nuclear facility, with an estimated costfacility. While we have not decided on construction of $1 billion to $2 billion for a new coal plant.base-load nuclear facility, in February 2007, we announced that we will prepare a license application for construction and operation of a new nuclear power plant on the site of Fermi 2. By completing the license application before the end of 2008, we may qualify for financial incentives under the federal Energy Policy Act of 2005. We are also studying the possible transfer of a gas-fired peaking electric generating plant from our non-utility operations to our electric utility to support future power generation requirements.
The following variables, either in combination or acting alone, could impact our future results:
  amount and timing of cost recovery allowed as a result of regulatory proceedings, related appeals, or new legislation;
 
  our ability to reduce costs and maximize plant performance;
 
  variations in market prices of power, coal and gas;
 
  economic conditions within the State of Michigan;
 
  weather, including the severity and frequency of storms; and
 
  levels of customer participation in the electric Customer Choice program.program; and
potential new federal and state environmental requirements.
We expect cash flows and operating performance will continue to be at risk due to the electric Customer Choice program until the issues associated with this program are adequately addressed. We will accrue as regulatory assets any future unrecovered generation-related fixed costs (stranded costs) due to electric Customer Choice that we believe are recoverable under Michigan legislation and MPSC orders. We cannot predict the outcome of these matters. See Note 4.6 of the Notes to Consolidated Financial Statements.
In January 2007, the MPSC submitted the State of Michigan’s 21st Century Energy Plan to the Governor of Michigan. The plan recommends that Michigan’s future energy needs be met through a combination of renewable resources and cleanest generating technology, with significant energy savings achieved by increased energy efficiency. The plan also recommends:
a requirement that all retail electric suppliers obtain at least 10 percent of their energy supplies from renewable resources by 2015;
an opportunity for utility-built generation, contingent upon the granting of a certificate of need and competitive bidding of engineering, procurement and construction services;

5


investigating the cost of a requirement to bury certain power lines; and
creation of a Michigan Energy Efficiency Program, administered by a third party under the direction of the MPSC with initial funding estimated at $68 million.
We continue to review the energy plan and are unable to predict the impact on the Company of the implementation of the plan.
ENTERPRISE BUSINESS SYSTEMS
In 2003, we began the development of our Enterprise Business Systems (EBS) project, an enterprise resource planning system initiative to improve existing processes and to implement new core information systems, relating to finance, human resources, supply chain and work management. As part of this initiative, we are implementing EBS software including, among others, products developed by SAP AG and MRO Software, Inc. The first phase of implementation occurred in 2005 in our fossil generation unit. The second phase of implementation began in April 2007. The conversion of data and the implementation and operation of EBS will be continuously monitored and reviewed and should ultimately strengthen our internal control structure and lead to increased cost efficiencies. Although our implementation plan includes detailed testing and contingency arrangements to ensure a smooth and successful transition, we can provide no assurance that complications will not arise that could interrupt our operations.

6


CONTROLS AND PROCEDURES
(a) Evaluation of disclosure controls and procedures
Management of the Company carried out an evaluation, under the supervision and with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in the Securities Exchange Act of 1934 (Exchange Act) Rules 13a-15(e) and 15d-15(e)) as of September 30, 2006,March 31, 2007, which is the end of the period covered by this report. Based on this evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that such controls and procedures are effective in ensuring that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. Due to the inherent limitations in the effectiveness of any disclosure controls and procedures, management cannot provide absolute assurance that the objectives of its disclosure controls and procedures will be met.
(b) Changes in internal control over financial reporting
There has been no change in the Company’s internal control over financial reporting during the quarter ended September 30, 2006March 31, 2007 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
In April 2007, we began implementing the second phase of our Enterprise Business Systems (EBS) project. EBS is an enterprise resource planning system initiative to improve existing processes and to implement new core information systems, relating to finance, human resources, supply chain and work management.

67


The Detroit Edison Company
Consolidated Statement of Operations (unaudited)
                 
  Three Months Ended  Nine Months Ended 
  September 30  September 30 
(in Millions) 2006  2005  2006  2005 
Operating Revenues
 $1,460  $1,409  $3,685  $3,434 
             
                 
Operating Expenses
                
Fuel and purchased power  539   604   1,257   1,248 
Operation and maintenance  277   325   990   976 
Depreciation and amortization  311   174   646   484 
Taxes other than income  64   68   198   200 
Asset (gains) and losses, net  (1)  (26)  (1)  (26)
             
   1,190   1,145   3,090   2,882 
             
                 
Operating Income
  270   264   595   552 
             
                 
Other (Income) and Deductions
                
Interest expense  60   68   208   201 
Interest income  (1)  (1)  (2)  (2)
Other income  (9)  (6)  (22)  (19)
Other expenses  9   9   29   34 
             
   59   70   213   214 
             
                 
Income Before Income Taxes
  211   194   382   338 
                 
Income Tax Provision
  73   80   128   126 
             
                 
Net Income
 $138  $114  $254  $212 
             
See Notes to Consolidated Financial Statements (Unaudited)

7


The Detroit Edison Company
Consolidated Statement of Financial Position
        
  (Unaudited)    
  September 30  December 31 
(in Millions) 2006  2005 
ASSETS
        
Current Assets
        
Cash and cash equivalents $18  $26 
Restricted cash  41   84 
Accounts receivable        
Customer (less allowance for doubtful accounts of $64 and $54, respectively)  608   528 
Other  128   112 
Accrued power supply cost recovery revenue  178   144 
Inventories        
Fuel  142   123 
Materials and supplies  125   116 
Other  102   43 
       
   1,342   1,176 
       
         
Investments
        
Nuclear decommissioning trust funds  709   646 
Other  67   65 
       
   776   711 
       
         
Property
        
Property, plant and equipment  13,701   13,416 
Less accumulated depreciation  (5,526)  (5,595)
       
   8,175   7,821 
       
         
Other Assets
        
Regulatory assets  1,889   2,006 
Securitized regulatory assets  1,264   1,340 
Intangible assets  44   40 
Other  73   75 
       
   3,270   3,461 
       
         
Total Assets
 $13,563  $13,169 
       
         
  Three Months Ended 
  March 31 
  2007  2006 
(in Millions)        
Operating Revenues
 $1,094  $1,050 
       
         
Operating Expenses
        
Fuel and purchased power  354   309 
Operation and maintenance  348   345 
Depreciation and amortization  182   167 
Taxes other than income  72   69 
Other reserves  7    
       
   963   890 
       
         
Operating Income
  131   160 
       
         
Other (Income) and Deductions
        
Interest expense  74   72 
Interest income  (1)   
Other income  (11)  (7)
Other expenses  9   10 
       
   71   75 
       
         
Income Before Income Taxes
  60   85 
         
Income Tax Provision
  20   27 
       
         
Income Before Accounting Change
  40   58 
         
Cumulative Effect of Accounting Change
     1 
       
         
Net Income
 $40  $59 
       
See Notes to Consolidated Financial Statements (Unaudited)

8


The Detroit Edison Company
Consolidated Statement of Financial Position (Unaudited)
         
  (Unaudited)    
  September 30  December 31 
(in Millions, Except Shares) 2006  2005 
LIABILITIES AND SHAREHOLDER’S EQUITY
        
Current Liabilities
        
Accounts payable $389  $392 
Accrued interest  72   79 
Dividends payable  76   76 
Accrued vacations  79   80 
Short-term borrowings  147   163 
Accrued power supply cost recovery  1   129 
Deferred income taxes  77    
Current portion of long-term debt, including capital leases  141   135 
Other  247   208 
       
   1,229   1,262 
       
         
Other Liabilities
        
Deferred income taxes  1,916   1,961 
Regulatory liabilities  249   224 
Asset retirement obligations (Note 1)  1,010   953 
Unamortized investment tax credit  107   115 
Nuclear decommissioning  94   85 
Accrued pension liability  349   261 
Other  800   787 
       
   4,525   4,386 
       
         
Long-Term Debt (net of current portion)
        
Mortgage bonds, notes and other  3,449   3,221 
Securitization bonds  1,185   1,295 
Capital lease obligations  52   57 
       
   4,686   4,573 
       
         
Contingencies (Notes 4 and 6)
        
         
Shareholder’s Equity
        
Common stock, $10 par value, 400,000,000 shares authorized, 138,632,324 shares issued and outstanding  1,386   1,386 
Additional paid in capital  1,254   1,104 
Common stock expense  (44)  (44)
Retained earnings  525   500 
Accumulated other comprehensive income  2   2 
       
   3,123   2,948 
       
         
Total Liabilities and Shareholder’s Equity
 $13,563  $13,169 
       
         
  March 31  December 31 
  2007  2006 
(in Millions)        
ASSETS
        
Current Assets
        
Cash and cash equivalents $25  $27 
Restricted cash  85   132 
Accounts receivable (less allowance for doubtful accounts of $72 )        
Customer  568   601 
Collateral held by others  41    
Other  56   70 
Accrued power supply cost recovery revenue  67   116 
Inventories        
Fuel  127   136 
Materials and supplies  135   130 
Other  93   54 
       
   1,197   1,266 
       
         
Investments
        
Nuclear decommissioning trust funds  760   740 
Other  88   89 
       
   848   829 
       
         
Property
        
Property, plant and equipment  14,091   13,916 
Less accumulated depreciation  (5,643)  (5,580)
       
   8,448   8,336 
       
         
Other Assets
        
Regulatory assets  2,822   2,862 
Securitized regulatory assets  1,208   1,235 
Intangible assets  9   9 
Other  72   74 
       
   4,111   4,180 
       
         
Total Assets
 $14,604  $14,611 
       
See Notes to Consolidated Financial Statements (Unaudited)

9


The Detroit Edison Company

Consolidated Statement of Cash FlowsFinancial Position (Unaudited)
         
  Nine Months Ended 
  September 30 
(in Millions) 2006  2005 
Operating Activities
        
Net Income $254  $212 
Adjustments to reconcile net income to net cash from operating activities:        
Depreciation and amortization  646   484 
Deferred income taxes  31   50 
Gain on sale of assets, net  (1)  (26)
Changes in assets and liabilities, exclusive of changes shown separately (Note 1)  (252)  (46)
       
Net cash from operating activities  678   674 
       
         
Investing Activities
        
Plant and equipment expenditures  (735)  (479)
Proceeds from sale of other assets, net  22   30 
Restricted cash for debt redemptions  43   46 
Notes receivable from affiliate     85 
Proceeds from sale of nuclear decommissioning trust funds  136   159 
Investment in nuclear decommissioning trust funds  (163)  (188)
Other investments  (12)  (46)
       
Net cash used for investing activities  (709)  (393)
       
         
Financing Activities
        
Issuance of long-term debt  247   612 
Redemption of long-term debt  (123)  (795)
Short-term borrowings, net  (16)  141 
Capital contribution by parent company  150    
Dividends on common stock  (229)  (229)
Other  (6)  (4)
       
Net cash from (used for) financing activities  23   (275)
       
         
Net Increase (Decrease) in Cash and Cash Equivalents
  (8)  6 
Cash and Cash Equivalents at Beginning of the Period
  26   6 
       
Cash and Cash Equivalents at End of the Period
 $18  $12 
       
         
  March 31  December 31 
  2007  2006 
(in Millions, Except Shares)        
LIABILITIES AND SHAREHOLDER’S EQUITY
        
Current Liabilities
        
Accounts payable $379  $411 
Accrued interest  40   79 
Dividends payable  76   76 
Accrued vacations  78   77 
Short-term borrowings  242   277 
Current portion of long-term debt, including capital leases  147   142 
Other  308   288 
       
   1,270   1,350 
       
         
Long-Term Debt (net of current portion)
        
Mortgage bonds, notes and other  3,499   3,515 
Securitization bonds  1,124   1,184 
Capital lease obligations  48   50 
       
   4,671   4,749 
       
         
Other Liabilities
        
Deferred income taxes  1,895   1,928 
Regulatory liabilities  267   255 
Asset retirement obligations  1,084   1,069 
Unamortized investment tax credit  102   105 
Nuclear decommissioning  122   119 
Accrued pension liability  369   364 
Accrued postretirement liability  1,060   1,055 
Other  508   502 
       
   5,407   5,397 
       
         
Commitments and Contingencies (Notes 4 and 6)
        
         
Shareholder’s Equity
        
Common stock, $10 par value, 400,000,000 shares authorized, 138,632,324 shares issued and outstanding  1,386   1,386 
Additional paid in capital  1,385   1,210 
Retained earnings  480   516 
Accumulated other comprehensive income  5   3 
       
   3,256   3,115 
       
         
Total Liabilities and Shareholder’s Equity
 $14,604  $14,611 
       
See Notes to Consolidated Financial Statements (Unaudited)

10


The Detroit Edison Company
Consolidated Statement of Cash Flows (Unaudited)
         
  Three Months Ended 
  March 31 
  2007  2006 
(in Millions)        
Operating Activities
        
Net Income $40  $59 
Adjustments to reconcile net income to net cash from operating activities:        
Depreciation and amortization  182   167 
Deferred income taxes  (48)  27 
Other reserves  7    
Changes in assets and liabilities, exclusive of changes shown separately  41   (113)
       
Net cash from operating activities  222   140 
       
         
Investing Activities
        
Plant and equipment expenditures  (253)  (245)
Proceeds from sale of assets, net     18 
Restricted cash for debt redemptions  47   54 
Proceeds from sale of nuclear decommissioning trust fund assets  57   37 
Investment in nuclear decommissioning trust funds  (66)  (47)
Other investments     (8)
       
Net cash used for investing activities  (215)  (191)
       
         
Financing Activities
        
Redemption of long-term debt  (73)  (69)
Short-term borrowings, net  (35)  193 
Capital contribution by parent company  175    
Dividends on common stock  (76)  (76)
Other     (3)
       
Net cash from (used for) financing activities  (9)  45 
       
         
Net Decrease in Cash and Cash Equivalents
  (2)  (6)
Cash and Cash Equivalents at Beginning of the Period
  27   26 
       
Cash and Cash Equivalents at End of the Period
 $25  $20 
       
See Notes to Consolidated Financial Statements (Unaudited)

11


The Detroit Edison Company
Consolidated Statement of Changes in Shareholder’s Equity

and Comprehensive Income (unaudited)
                                                    
     Accumulated   Accumulated  
(Dollars in Millions, Additional Common Other   Additional Other  
Shares in Thousands) Common Stock Paid in Stock Retained Comprehensive   Common Stock Paid In Retained Comprehensive  
 Shares Amount Capital Expense Earnings Income Total Shares Amount Capital Earnings Income Total
  
Balance, December 31, 2005 138,632 $1,386 $1,104 $(44) $500 $2 $2,948 
Balance, December 31, 2006 138,632 $1,386 $1,210 $516 $3 $3,115 
Net income     254  254     40  40 
Capital contribution by parent company   150    150    175   175 
Dividends declared on common stock      (229)   (229)     (76)   (76)
Net change in unrealized gains on investments, net of tax     2 2 
Balance, September 30, 2006
 138,632 $1,386 $1,254 $(44) $525 $2 $3,123 
Balance, March 31, 2007
 138,632 $1,386 $1,385 $480 $5 $3,256 
The following table displays other comprehensive income for the nine-monththree-month periods ended September 30:March 31:
        
         2007 2006 
(in Millions) 2006 2005  
Net income $254 $212  $40 $59 
     
Other comprehensive income, net of tax: 
Net unrealized gains on investments: 
Amounts reclassified from income, net of taxes of $1 and $- 2  
      
Comprehensive income $254 $212  $42 $59 
          
See Notes to Consolidated Financial Statements (Unaudited)

1112


The Detroit Edison Company
Notes to Consolidated Financial Statements (unaudited)
NOTE 1 — GENERAL
These consolidated financial statementsConsolidated Financial Statements should be read in conjunction with the notesNotes to consolidated financial statementsConsolidated Financial Statements included in our 2005the 2006 Annual Report on Form 10-K.
The accompanying consolidated financial statementsConsolidated Financial Statements are prepared using accounting principles generally accepted in the United States of America. These accounting principles require us to use estimates and assumptions that impact the reported amounts of assets, liabilities, revenues and expenses, and the disclosure of contingent assets and liabilities. Actual results may differ from our estimates.
The consolidated financial statementsConsolidated Financial Statements are unaudited, but in our opinion include all adjustments necessary for a fair statement of the results for the interim periods.periods presented. All adjustments are of a normal recurring nature, except as otherwise disclosed in these Consolidated Financial Statements and Notes to Consolidated Financial Statements. 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.
References in this report to “we,” “us,” “our,” or “Company” are to The Detroit Edison Company and its subsidiaries, collectively.
Asset Retirement Obligations
We reclassifiedhave a legal retirement obligation for the decommissioning costs of our Fermi 1 and Fermi 2 nuclear plants. We have conditional retirement obligations for disposal of asbestos at certain prior year balancesof our power plants. To a lesser extent, we have conditional retirement obligations at certain service centers and disposal costs for PCB contained within transformers and circuit breakers. We recognize such obligations as liabilities at fair market value at the time the associated assets are placed in service. Fair value is measured using expected future cash outflows discounted at our credit-adjusted risk-free rate.
Timing differences arise in the expense recognition of legal asset retirement costs that we are currently recovering in rates. We defer such differences under SFAS No. 71,Accounting for the Effects of Certain Types of Regulation.
A reconciliation of the asset retirement obligations for the first quarter of 2007 follows:
     
(in Millions)    
Asset retirement obligations at January 1, 2007 $1,069 
Accretion  16 
Liabilities settled  (1)
    
Asset retirement obligations at March 31, 2007 $1,084 
    
A significant portion of the asset retirement obligations represents nuclear decommissioning liabilities which are funded through a surcharge to matchelectric customers over the current year’slife of the Fermi 2 nuclear plant.

13


Retirement Benefits and Trusteed Assets
The components of net periodic benefit costs for qualified and non-qualified pension benefits and other postretirement benefits follow:
                 
          Other Postretirement 
(in Millions) Pension Benefits  Benefits 
Three Months Ended March 31 2007  2006  2007  2006 
Service cost $13  $13  $11  $12 
Interest cost  34   34   23   22 
Expected return on plan assets  (37)  (34)  (13)  (12)
Net loss  11   12   12   13 
Prior service cost  2   2   1   1 
Net transition liability        2   1 
Special termination benefits  4      2    
             
Net periodic benefit cost $27  $27  $38  $37 
             
During the three months ended March 31, 2007, we recorded pension costs of $4 million and other postretirement benefit costs of $2 million associated with our Performance Excellence Process, included in the table above.
During the first quarter of 2006, we made a cash contribution of $40 million to our postretirement benefit plans. We made no cash contributions to our postretirement benefit plans in the first quarter of 2007.
Income Taxes
We adopted the provisions of FASB Interpretation No. 48,Accounting for Uncertainty in Income Taxes – an interpretation of FASB Statement No. 109 (FIN 48)on January 1, 2007. This interpretation prescribes a recognition threshold and a measurement attribute for the financial statement presentation.reporting of tax positions taken or expected to be taken on a tax return. As a result of the implementation of FIN 48, we recognized a $0.7 million decrease in liabilities which was accounted for as an increase to the January 1, 2007 balance of retained earnings. The total amount of unrecognized tax benefits amounted to $11.9 million and $4.9 million at January 1, 2007 and March 31, 2007, respectively. The decline in unrecognized tax benefits during the three months ended March 31, 2007 was attributable to settlements with the Internal Revenue Service (IRS) for the 2002 and 2003 tax years. Unrecognized tax benefits totaling $0.1 million at January 1, 2007, if recognized, would impact our effective tax rate. None of the unrecognized tax benefits at March 31, 2007 would impact our effective tax rate if recognized.
We recognize interest and penalties pertaining to income taxes in Interest expense and Other expenses, respectively, on our Consolidated Statement of Operations. Accrued interest pertaining to income taxes totaled $0.9 million and $1.1 million at January 1, 2007 and March 31, 2007, respectively. We had no accrued penalties pertaining to income taxes. We recognized interest expense in relation to income taxes of $0.2 million for the three months ended March 31, 2007, while we had no such interest expense during the three months ended March 31, 2006.
Our U.S. federal income tax returns for years 2004 and beyond remain subject to examination by the IRS. We also file tax returns in certain state jurisdictions with varying statutes of limitation.

14


Stock-Based Compensation
Effective January 1, 2006, our parent company DTE Energy adopted SFAS No. 123(R),Share-Based Payment,using the modified prospective transition method. We receive an allocation of costs associated with stock compensation and the related impact of cumulative accounting adjustments. Our allocation for the three months ended March 31, 2007 and 2006 for stock-based compensation expense was approximately $4 million in each period. The cumulative effect of the adoption of SFAS 123(R),Share Based Payments, effective January 1, 2006, was an increase in net income of $1 million for the three months ended March 31, 2006 as a result of estimating forfeitures for previously granted stock awards and performance shares.
Consolidated StatementStock-Based Compensation
Effective January 1, 2006, our parent company DTE Energy adopted SFAS No. 123(R),Share-Based Payment,using the modified prospective transition method. We receive an allocation of Cash Flows
A detailed analysiscosts associated with stock compensation and the related impact of cumulative accounting adjustments. Our allocation for the three months ended March 31, 2007 and 2006 for stock-based compensation expense was approximately $4 million in each period. The cumulative effect of the changesadoption of SFAS 123(R),Share Based Payments, effective January 1, 2006, was an increase in assets and liabilities that are reported in the consolidated statementnet income of cash flows follows:
         
  Nine Months Ended 
  September 30 
(in Millions) 2006  2005 
Changes in Assets and Liabilities, Exclusive of Changes Shown Separately
        
Accounts receivable, net $(116) $(118)
Inventories  (28)  (12)
Accrued pensions  104   82 
Accounts payable  6   27 
Accrued power supply cost recovery refund  (162)  (121)
Income taxes payable  76   70 
General taxes  10   6 
Postretirement obligation  21   42 
Other assets  (136)  (50)
Other liabilities  (27)  28 
       
  $(252) $(46)
       
Supplementary cash and non-cash information follows:
         
  Nine Months Ended
  September 30
(in Millions) 2006 2005
Cash Paid for:        
Interest (excluding interest capitalized) $215  $225 
Income taxes $1  $1 
Non-cash Investing and Financing Activities        
Sale of assets     13 

12


Asset Retirement Obligations
We have recorded asset retirement obligations in accordance with SFAS No. 143,Accounting for Asset Retirement Obligationsand FASB Interpretation FIN No. 47,Accounting for Conditional Asset Retirement Obligations, an interpretation of FASB Statement No. 143. We identified a legal retirement obligation$1 million for the decommissioning coststhree months ended March 31, 2006 as a result of estimating forfeitures for our Fermi 1previously granted stock awards and Fermi 2 nuclear plants. We identified conditional retirement obligations for disposal of asbestos at certain of our power plants. To a lesser extent, we have conditional retirement obligations at certain service centers, and PCB disposal costs within transformers and circuit breakers.performance shares.
As to regulated operations, we believe that adoptions of SFAS No. 143 and FIN 47 result primarily in timing differences in the recognition of legal asset retirement costs that we are currently recovering in rates. We will be deferring such differences under SFAS No. 71,Accounting for the Effects of Certain Types of Regulation.
A reconciliation of the asset retirement obligation for the 2006 nine-month period follows:
     
(in Millions)    
Asset retirement obligations at January 1, 2006 $953 
Accretion  47 
Liabilities settled  (5)
Revisions in estimated cash flows  15 
    
Asset retirement obligations at September 30, 2006 $1,010 
    
A significant portion of the asset retirement obligations represents nuclear decommissioning liabilities which are funded through a surcharge to electric customers over the life of the Fermi 2 nuclear plant.
Retirement Benefits and Trusteed Assets
The components of net periodic benefit costs for qualified and non-qualified pension benefits and other postretirement benefits follow:
                 
          Other Postretirement 
(in Millions) Pension Benefits  Benefits 
Three Months Ended September 30 2006  2005  2006  2005 
Service Cost $12  $13  $10  $11 
Interest Cost  34   33   22   19 
Expected Return on Plan Assets  (34)  (34)  (12)  (14)
Amortization of                
Net loss  11   13   14   11 
Prior service cost  2   2   1   1 
Net transition liability        2   2 
Special Termination Benefits  14      2    
             
Net Periodic Benefit Cost $39  $27  $39  $30 
             

13


                 
          Other Postretirement 
(in Millions) Pension Benefits  Benefits 
Nine Months Ended September 30 2006  2005  2006  2005 
Service Cost $38  $40  $34  $33 
Interest Cost  102   99   66   59 
Expected Return on Plan Assets  (102)  (101)  (37)  (43)
Amortization of                
Net loss  34   38   40   33 
Prior service cost  6   7   3   3 
Net transition liability        5   5 
Special Termination Benefits  28      3    
             
Net Periodic Benefit Cost $106  $83  $114  $90 
             
During the third quarter of 2006, we recorded a $14 million pension cost and a $2 million postretirement benefit cost associated with our Performance Excellence Process. For the nine-month period ending September 30, 2006, we recorded a $28 million pension cost and a $3 million postretirement benefit cost associated with the Performance Excellence Process. In the third quarter we deferred $74 million of Performance Excellence Process costs pursuant to MPSC authorization. See Note 4. In 2006, we made cash contributions of $40 million to our postretirement benefit plans.
Affiliate Transactions
Detroit Edison shares costs with or incurs costs on behalf of unconsolidated affiliated companies. Prior to year end 2005, we recorded such costs within “Other expenses” and related reimbursement within “Other income” in the Consolidated Statement of Operations. These transactions do not affect combined other income and deductions or net income. Our financial statements now reflect such affiliate transactions exclusively within affiliate accounts receivable. Consistent with the current period’s presentation, previously reported amounts within the Consolidated Statement of Operations have been adjusted accordingly.
NOTE 2 — NEW ACCOUNTING PRONOUNCEMENTS
Stock-Based Compensation
Effective January 1, 2006, our parent company DTE Energy adopted SFAS No. 123(R),Share-Based Payment,using the modified prospective transition method. We receive an allocation of costs associated with stock compensation and the related impact of cumulative accounting adjustments.
Our allocation for the ninethree months ofended March 31, 2007 and 2006 for stock-based compensation expense was approximately $10 million.$4 million in each period. The cumulative effect of the adoption of SFAS 123(R),Share Based Payments, effective January 1, 2006, was a decreasean increase in operation and maintenance expensenet income of $1 million infor the first quarterthree months ended March 31, 2006 as a result of 2006. The cumulative effect adjustment was due to the estimation and subsequent allocation ofestimating forfeitures for previously granted stock awards and performance shares. We have not restated any prior periods as a result
Consolidated Statement of Cash Flows
A detailed analysis of the adoptionchanges in assets and liabilities that are reported in the Consolidated Statement of SFAS 123(R).Cash Flows follows:
Accounting for Uncertainty in Income Taxes
         
  Three Months Ended 
  March 31 
  2007  2006 
(in Millions)        
Changes in Assets and Liabilities, Exclusive of Changes Shown Separately
        
Accounts receivable, net $(9) $(31)
Inventories  7   5 
Accrued pensions  13   26 
Accounts payable  (2)  20 
Accrued power supply cost recovery refund  49   (22)
Income taxes payable  62   (1)
General taxes  11   8 
Postretirement obligation  5   (21)
Other assets  (35)  (57)
Other liabilities  (60)  (40)
       
  $41  $(113)
       
In July 2006, the FASB issued Financial Interpretation No. 48 (FIN 48),Accounting for Uncertainty in Income Taxes — An Interpretation of FASB Statement No. 109 – Accounting for Income Taxes.FIN 48 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements in accordance with FASB Statement No. 109. Additionally, it prescribes a recognition thresholdSupplementary cash and non-cash information follows:
         
  Three Months Ended
  March 31
  2007 2006
(in Millions)        
Cash Paid for:        
Interest (excluding interest capitalized) $114  $92 
Income taxes $1  $ 

1415


measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be takenOther reserves
Other reserves were $7 million in the tax return. FIN 48 provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition and is effectivefirst quarter of 2007 representing a reserve for fiscal years beginning after December 15, 2006. We plana loan guaranty related to adopt FIN 48 on January 1, 2007. We are currently assessing the effectsprior sale of this interpretation, and have not yet determined the impact on the consolidated financial statements.Detroit Edison’s steam heating business to Thermal Ventures II, LP.
NOTE 2 – NEW ACCOUNTING PRONOUNCEMENTS
Fair Value MeasurementsAccounting
In September 2006, the FASB issued SFAS No. 157,Fair Value Measurements. SFAS 157 defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. It emphasizes that fair value is a market-based measurement, not an entity-specific measurement. Fair value measurement should be determined based on the assumptions that market participants would use in pricing an asset or liability. SFAS 157 is effective for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years. We plan to adopt SFAS 157 on January 1, 2008. We are currently assessing the effects of this statement, and have not yet determined the impact on the consolidated financial statements.
In February 2007, the FASB issued SFAS No. 159,The Fair Value Option for Financial Assets and Financial Liabilities — Including an Amendment of FASB Statement No. 115. This standard permits an entity to choose to measure many financial instruments and certain other items at fair-value. The fair value option established by SFAS 159 permits all entities to choose to measure eligible items at fair value at specified election dates. An entity will report unrealized gains and losses on items for which the fair value option has been elected in earnings at each subsequent reporting date. The fair value option: (a) may be applied instrument by instrument, with a few exceptions, such as investments otherwise accounted for by the equity method; (b) is irrevocable (unless a new election date occurs); and (c) is applied only to entire instruments and not to portions of instruments. SFAS 159 is effective as of the beginning of an entity’s first fiscal year that begins after November 15, 2007. We are currently assessing the effects of this statement, and have not yet determined the impact on the consolidated financial statements.
Accounting for Defined Benefit Pension and Other Postretirement Plans
In September 2006, the FASB issued SFAS No. 158,Employers’ Accounting for Defined Benefit Pension and Other Postretirement Plans an Amendment of FASB Statements No. 87, 88, 106, and 132(R).SFAS 158 requires companies to (1) recognize the overfunded or underfunded status of defined benefit pension and defined benefit other postretirement plans in its financial statements, (2) recognize as a component of other comprehensive income, net of tax, the actuarial gains or losses and the prior service costs or credits that arise during the period but are not immediately recognized as components of net periodic benefit cost, (3) recognize adjustments to other comprehensive income when the actuarial gains or losses, prior service costs or credits, and transition assets or obligations are recognized as components of net periodic benefit cost, (4) measure postretirement benefit plan assets and plan obligations as of the date of the employer’s statement of financial position, and (5) disclose additional information in the notes to financial statements about certain effects on net periodic benefit cost in the upcoming fiscal year that arise from delayed recognition of the actuarial gains and losses and the prior service cost and credits.
The requirement to recognize the funded status of a defined benefit pension or defined benefit other postretirement benefit plan and the related disclosure requirements iswas effective for fiscal years ending after December 15, 2006. We plan to adopt2006, and we adopted this requirement asportion of the standard on December 31, 2006. We requested and received agreement from the MPSC to record the additional liability amounts on the balance sheet as a regulatory asset.
The requirement to measure plan assets and benefit obligations as of the date of the employer’s fiscal year-end statement of financial position is effective for fiscal years ending after December 15, 2008. We plan to adopt this requirement as of December 31, 2008. We are currently assessing the effects of this statement, and have not yet determined the impact on the consolidated financial statements.
Accounting for Planned Major Maintenance
In September 2006, the FASB issued its Staff Position (FSP), AUG AIR-1,Accounting for Planned Major Maintenance Activities.This FSP prohibits the use of the accrue-in-advance method of accounting for planned major maintenance activities in annual and interim financial reporting periods. The FSP is effective for fiscal years beginning after December 15, 2006. We have historically charged expenditures for maintenance and repairs to expense as they were incurred, with the exception of Fermi 2, where we have utilized the accrue-in-advance policy for nuclear refueling outage costs since the plant was placed in service in 1988. We plan to adopt this FSP as of January 1, 2007. We are currently assessing the effects of this statement, and have not yet determined the impact on the consolidated financial statements.

1516


Quantifying Misstatements
In September 2006,Statement provides two options for the SEC staff issued Staff Accounting Bulletin (SAB) Topic 1N,Financial Statements — Considering the Effects of Prior Year Misstatements When Quantifying Misstatements in Current Year Financial Statements(SAB 108). SAB 108 addresses howtransition to a registrant should quantify the effect of an error on the financial statements. The SEC staff concludes in SAB 108 that a dual approach should be used to compute the amount of a misstatement. Specifically, the amount should be computed using both the “rollover” (currentfiscal year income statement perspective) and “iron curtain” (year-end balance sheet perspective) methods. SAB 108 is effective for years ending after November 15, 2006.end measurement date. We plan to adopt SAB 108 as of December 31, 2006. We are currently assessing the effects of this statement, and have not yet determined which of the impact on the consolidated financial statements.available transition measurement options we will use.
NOTE 3 RESTRUCTURING
Restructuring — Performance Excellence Process
In mid-2005, we initiated a company-wide review of our operations called the Performance Excellence Process. We have identified the Performance Excellence Process as critical to our long-term growth strategy. The overarching goal has been to become more competitive by reducing costs, eliminating waste and optimizing business processes while improving customer service. Additionally, we will need significant resources in the future to invest in maintaining the capital infrastructure and meeting compliance mandates. Specifically, we began a series of focused improvement initiatives within our Detroit Edison and associated corporate support functions. We expect this process will be carried out over a two-two to three-yearthree year period beginningthat began in 2006.2005.
We have incurred costs to achieve (CTA) for employee severance and other costs. Other costs consisting primarily ofinclude project management and consultant support. Detroit Edison’s CTA is estimated to total between $160 million and $190 million. Pursuant to MPSC authorization, beginning in the third quarter of 2006, Detroit Edison deferred approximately $74$102 million of CTA including all amounts incurred in the third quarter and approximately $49 million of costs that were previously expensed through June 30, 2006. Detroit Edison will beginWe began amortizing deferred 2006 costs in 2007 as the recovery of these costs was provided for by the MPSC. Amortization expense amounted to $2.5 million for the three months ended March 31, 2007. We deferred approximately $13 million of CTA during the three months ended March 31, 2007. See Note 4.
Amounts expensed are recorded in within the operationsOperation and maintenance line inon the consolidated statementConsolidated Statement of operations.Operations. Deferred amounts are recorded within the regulatory asset line in the consolidated statementRegulatory assets line on the Consolidated Statement of financial position.Financial Position. Expenses incurred infor the three months ended March 31, 2007 and 2006 are as follows:
                         
  Employee Severance Costs (1)  Other Costs (1)  Total Cost 
  Three  Nine  Three  Nine  Three  Nine 
  Months  Months  Months  Months  Months  Months 
  Ended  Ended  Ended  Ended  Ended  Ended 
(in Millions) September  September  September  September  September  September 
Business Segment 30  30  30  30  30  30 
Costs incurred:                        
Electric Utility $18  $36  $10  $41  $28  $77 
Less amounts deferred or capitalized:                        
Electric Utility  36   36   41   41   77   77 
                   
Amount expensed or capitalized $(18) $  $(31) $  $(49) $ 
                   
                         
  Employee Severance Costs (1)  Other Costs  Total Cost 
(in Millions) 2007  2006  2007  2006  2007  2006 
 
Costs incurred: $8  $  $7  $12  $15  $12 
Less amounts deferred or capitalized:  8      7      15    
                   
Amount expensed $  $  $  $12  $  $12 
                   
 
(1) Includes corporate allocations.

16


A liability for future CTA associated with the Performance Excellence Process has not been recognized because we have not met the recognition criteria pursuant toof SFAS No. 146,Accounting for Costs Associated with Exit or Disposal Activities.
NOTE 4 REGULATORY MATTERS
Electric Rate Restructuring ProposalRegulation
In February 2005, Detroit Edison filed a rate restructuring proposal withis subject to the regulatory jurisdiction of the MPSC, which issues orders pertaining to restructure its electric rates, recovery of certain costs, including the costs of generating facilities and begin phasing out subsidies within the current pricing structure. In December 2005, the MPSC issued an that did not provide for the comprehensive realignmentregulatory assets, conditions of the existing rate structure thatservice, accounting and operating-related matters. Detroit Edison requested in its rate restructuring proposal. The MPSC order did take some initial stepsis also regulated by the FERC with respect to improve the current competitive imbalance in Michigan’sfinancing authorization and wholesale electric Customer Choice program. The December 2005 order established cost-based power supply rates for Detroit Edison’s full service customers. Electric Customer Choice participants will pay cost-based distribution rates, while Detroit Edison’s full service commercial and industrial customers will pay cost-based distribution rates that reflect the cost of the residential rate subsidy. Residential customers continue to pay a subsidized below-cost rate for distribution service. These revenue neutral revised rates were effective February 1, 2006. Detroit Edison was also ordered to file a general rate case by July 1, 2007, based on 2006 actual results.activities.
2004 PSCR Reconciliation and 2004 Net Stranded Cost Case
In accordance with the MPSC’s directive in Detroit Edison’s November 2004 rate order, in March 2005, Detroit Edison filed a joint application and testimony in its 2004 PSCR Reconciliation Case and its 2004 Net Stranded Cost Recovery Case. In September 2006, the MPSC issued an order recognizing $19 million of 2004 net stranded costs that required Detroit Edison to write off $112 million of 2004 net stranded costs. The MPSC order resulted in a $39 million reduction in the 2004 PSCR over-collection by allowing Detroit Edison to retain the benefit of third party wholesale sales required to support the electric Customer Choice program and to offset the recognition of the $19 million of 2004 stranded costs. The MPSC order also resulted in adjustments to accrued interest on the 2004 and 2005 PSCR amounts of $15 million. The MPSC directed Detroit Edison to include the remaining 2004 PSCR over-collection amount and related interest in the 2005 PSCR Reconciliation which is in an under-collected position. The order resulted in a reduction of pre-tax income of approximately $58 million.
MPSC Show-Cause Order
In March 2006, the MPSC issued an order directing Detroit Edison to show cause by June 1, 2006 why its retail electric rates should not be reduced in 2007. The MPSC cited certain changes that have occurred since the November 2004 order in Detroit Edison’s last general rate case, or are expected to occur. These changes included: declines in electric Customer Choice program participation, expiration of the residential rate caps, and projected reductions in Detroit Edison operating costs. The show cause filing was to reflect sales, costs and financial conditions that were expected to occur by 2007. On June 1, 2006, Detroit Edison filed its response explaining why its

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electric rates should not be reduced in 2007. Detroit Edison indicated that it will have a revenue deficiency of approximately $45 million beginning in 2007 due to significant capital investments over the next several years for infrastructure improvements to enhance electric service reliability and for mandated environmental expenditures. The impacts of these investments will be partially offset by efficiency and cost-savings measures that have been initiated. Therefore, Detroit Edison requested that the show cause proceeding allow for rate increase adjustments based on the combined effects of investment expenditures and cost-savings programs. The MPSC denied this request and indicated that a full review of rates will be made in Detroit Edison’s next general rate case, which is due to be filed by July 1, 2007.

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The MPSC issued an order approving a settlement agreement in this proceeding on August 31, 2006. The order provided for an annualized rate reduction of $53 million for 2006, effective September 5, 2006. Beginning January 1, 2007, and continuing until the later of March 31,April 13, 2008, or 12 monthsone year from the filing date of Detroit Edison’s next mainthe general rate case on April 13, 2007, rates will bewere reduced by an additional $26 million, for a total reduction of $79 million.million annually. The revenue reduction is net of the recovery of the amortization of the costs associated with the implementation of the Performance Excellence Process. The settlement agreement providesprovided for some level of realignment of the existing rate structure by allocating a larger percentage share of the rate reduction to the commercial and industrial customer classes than to the residential customer classes.
As part of the settlement agreement, a Choice Incentive Mechanism (CIM) was established with a base level of electric choice sales set at 3,400 GWh. The CIM prescribes regulatory treatment of changes in non-fuel revenue attributed to increases or decreases in electric Customer Choice sales. The CIM has a deadband of ±200 GWh. If electric Customer Choice sales exceed 3,600 GWh, Detroit Edison will be able to recover 90% of its reduction in non-fuel revenue from full service customers up to $71 million. If electric Customer Choice sales fall below 3,200 GWh, Detroit Edison will credit 100% of the increase in non-fuel revenue to the unrecovered regulatory asset recovery balances.balance. Approximately $3 million was credited to the unrecovered regulatory asset balance in the first quarter of 2007.
2007 Electric Rate Case Filing
Pursuant to the February 2006 MPSC order in Detroit Edison’s rate restructuring case and the August 2006 MPSC order in the settlement of the show cause case, Detroit Edison filed a general rate case on April 13, 2007 based on a 2006 historical test year. The filing with the MPSC requests a $123 million, or 2.9%, average increase in Detroit Edison’s annual revenue requirement for 2008.
The requested $123 million increase in revenues is required in order to recover significant environmental compliance costs and inflationary increases, partially offset by net savings associated with the Performance Excellence Process. The filing is based on a return on equity of 11.25 percent on an expected 50 percent capital and 50 percent debt capital structure by year-end 2008.
In addition, Detroit Edison’s filing makes, among other requests, the following proposals:
Make progress toward correcting the existing rate structure to more accurately reflect the actual cost of providing service to business customers.
Equalize distribution rates between Detroit Edison full service and Electric Choice customers.
Re-establish with modification the Choice Incentive Mechanism (“CIM”) originally established in the Detroit Edison 2006 show cause filing. The CIM tracks changes related to customers moving between Detroit Edison full service and Electric Choice.
Terminate the Pension Equalization Mechanism.
Establish an emission allowance pre-purchase plan to ensure that adequate emission allowances will be available for environmental compliance.
Establish a methodology for recovery of the costs associated with preparation of an application for a new nuclear generation facility.
Also, in the filing, in conjunction with Michigan’s 21stCentury Energy Plan, Detroit Edison has reinstated a long-term integrated resource planning (IRP) process with the purpose of developing the least overall cost plan to serve customers’ generation needs over the next 20 years. The first new base load capacity would be required for Detroit Edison by 2017. To protect tax credits available under Federal law, Detroit Edison determined it would be prudent to initiate the application process for a new nuclear unit. Detroit Edison has not made a final decision to build a new nuclear unit. Detroit Edison is preserving its option to build at some point in the future by beginning the complex nuclear licensing process now. Also, beginning the licensing process today positions Detroit Edison potentially to take advantage of tax incentives of up to $320 million derived from the 2005 Energy Policy Act that will benefit customers. To qualify for these substantial tax

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credits, a combined operating license for construction and operation of an advanced nuclear generating plant must be docketed by the Nuclear Regulatory Commission no later than December 31, 2008. Preparation and approval of a combined operating license can take up to 4 years and is estimated to cost at least $60 million.
A final order related to this filing is expected in 2008.
Regulatory Accounting Treatment for Performance Excellence Process
In May 2006, weDetroit Edison filed an application with the MPSC to allow deferral of costs associated with the implementation of the Performance Excellence Process, a company-wide cost-savings and performance improvement program. Implementation costs include project management, consultant support and employee severance expenses. WeDetroit Edison sought MPSC authorization to defer and amortize Performance Excellence Process implementation costs for accounting purposes to match the expected savings from the Performance Excellence Process program with the related CTA. We anticipateDetroit Edison anticipates that the Performance Excellence Process will be carried out over a two-two to three-yearthree year period beginning in 2006. Our2005. Detroit Edison’s CTA is estimated to total between $160 million and $190approximately $150 million. In September 2006, the MPSC issued an order approving a settlement agreement that allows Detroit Edison, commencing in 2006, to defer the incremental CTA. Further, the order provides for Detroit Edison to amortize the CTA deferrals over a ten-year period beginning with the year subsequent to the year the CTA was deferred. WeAt year-end 2006, Detroit Edison recorded the deferred CTA costs of $74$102 million as a regulatory asset and will beginbegan amortizing deferred 2006 costs in 2007, as the recovery of these costs was provided for by the MPSC in theits order approving the settlement inof the show cause proceeding. During the three months ended March 31, 2007, Detroit Edison deferred CTA costs of $13 million. Amortization of prior year deferred CTA costs amounted to $2.5 million during the three months ended March 31, 2007.
Accounting for Costs Related to Enterprise Business Systems (EBS)
In July 2004, Detroit Edison filed an accounting application with the MPSC requesting authority to capitalize and amortize costs related to EBS, consisting of computer equipment, software and development costs, as well as related training, maintenance and overhead costs. In April 2005, the MPSC approved a settlement agreement providing for the deferral of up to $60 million of certain EBS costs that would otherwise be expensed, as a regulatory asset for future rate recovery starting January 1, 2006. At March 31, 2007, approximately $21 million of EBS costs have been deferred as a regulatory asset. In addition, EBS costs recorded as plant assets will be amortized over a 15-year period, pursuant to MPSC authorization.
Fermi 2 Enhanced Security Costs Settlement
The Customer Choice and Electricity Reliability Act, as amended in 2003, allows for the recovery of reasonable and prudent costs of new and enhanced security measures required by state or federal law, including providing for reasonable security from an act of terrorism. In December 2006, Detroit Edison filed an application with the MPSC for recovery of $11.4 million of Fermi 2 Enhanced Security Costs (ESC), discounted back to September 11, 2001 plus carrying costs from that date. In April 2007, the MPSC approved a settlement agreement that authorizes Detroit Edison to recover Fermi-2 ESC incurred during the period September 11, 2001 through December 31, 2005. The settlement defined Detroit Edison’s ESC, discounted back to September 11, 2001, as $9.1 million, plus carrying charges. A total of $12 million, including carrying charges, has been recorded as a regulatory asset at March 31, 2007. Detroit Edison is authorized to incorporate into its rates an enhanced security factor over a period not to exceed five years.

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Reconciliation of Regulatory Asset Recovery Surcharge
In December 2006, Detroit Edison filed a reconciliation of costs underlying its existing Regulatory Asset Recovery Surcharge (“RARS”). In this filing, Detroit Edison replaced estimated costs for 2003–2005 included in the last general rate case with actual costs incurred. Also reflected in the filing was the replacement of estimated revenues with actual revenues collected. This true-up filing was made to maximize the remaining time for recovery of significant cost increases prior to expiration of the RARS five-year recovery limit under PA 141. Detroit Edison’s filing indicated a $53 million deficiency for RARS-related costs from the level originally established. Detroit Edison seeks reconciliation of the regulatory asset surcharge to ensure proper recovery by the end of the five year period of: (1) Clean Air Act Expenditures, (2) Capital in Excess of Base Depreciation, (3) MISO Costs and (4) the regulatory liability for the 1997 Storm Charge. Detroit Edison has subsequently adjusted its estimated deficiency to $49 million. An order is expected in 2007.
Power Supply Costs Recovery Proceedings
2005 Plan Year In September 2004, Detroit Edison filed its 2005 PSCR plan case seeking approval of a levelized PSCR factor of 1.82 mills per kWh above the amount included in base rates. In December 2004, Detroit Edison filed revisions to its 2005 PSCR plan case in accordance with the November 2004 MPSC rate order. The revised filing seeks approval of a levelized PSCR factor of up to 0.48 mills per kWh above the new base rates established in the final electric rate order. Included in the factor arewere power supply costs, transmission expenses and nitrogen oxide (NOx) emission allowance costs. Detroit Edison self-implemented a factor of negative 2.00 mills per kWh on January 1, 2005. Effective June 1, 2005, Detroit Edison began billing the maximum allowable factor of 0.48 mills per kWh due to increased power supply costs. In September 2005, the MPSC approved Detroit Edison’s 2005 PSCR plan case. At December 31, 2005, Detroit Edison has recorded an under-recovery of approximately $144 million related to the 2005 plan year. In March 2006, Detroit Edison filed its 2005 PSCR reconciliation. The filing seekssought approval for recovery of approximately $144 million from its commercial and industrial customers. The filing included a motion for entry of an order to implement immediately a reconciliation surcharge of 4.96 mills per kWh on the bills of its commercial and industrial customers. The under-collected PSCR expense allocated to residential customers could not be recovered due to the PA 141 rate cap for residential customers, which expired January 1, 2006. In addition to the 2005 PSCR Plan Year Reconciliation, the filing included a

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reconciliation for the Pension Equalization Mechanism (PEM) for the periods from November 24, 2004 through December 31, 2004 and from January 1, 2005 through December 31, 2005. The PEM reconciliation seeks to allocate and refund approximately $12 million to customers based upon their contributions to pension expense during the subject periods. The September 2006 order in the Company’s 2004 PSCR Reconciliation and Stranded Cost proceeding directed the Company to roll the entire 2004 PSCR over-collection amount to the Company’s 2005 PSCR Reconciliation, thereby reducing the Company’s 2005 PSCR Reconciliation under-collection amount for commercial and industrial customers to $64 million. An order is expected in the first half of 2007.
2006 Plan Year —In September 2005, Detroit Edison filed its 2006 PSCR plan case seeking approval of a levelized PSCR factor of 4.99 mills per kWh above the amount included in base rates for residential customers and 8.29 mills per kWh above the amount included in base rates for commercial and industrial customers. Included in the factor for all customers are fuel and power supply costs, including transmission expenses, Midwest Independent Transmission System Operator (MISO) market participation costs, and NOx emission allowance costs. The Company’s PSCR Plan includesincluded a matrix which providesprovided for different maximum PSCR factors contingent on varying electric Customer Choice sales levels. The plan also includesincluded $97 million for recovery of its projected 2005 PSCR under-collection associated with commercial and industrial customers. Additionally, the PSCR plan requestsrequested MPSC approval of expense associated with sulfur dioxide emission allowances, mercury emission allowances, and a fuel additive. In conjunction with DTE Energy’s sale of theits transmission assets ofto ITC Transmission in February 2003, the FERC froze ITC’s transmissionITC Transmission’s rates through December 2004. In approving the sale, FERC authorized ITC Transmission’s recovery of the difference between the revenue it would have collected and the actual revenue ITC did collectcollected during the rate freeze period. At December 31, 2005, thisThis amount is estimated to be $66 million which is to be included in ITC’sITC Transmission’s rates over a five-year period beginning June 1, 2006. It is expected that this amortization will increaseThis increased Detroit

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Edison’s transmission expense in 2006 by approximately $7 million. The MPSC authorized Detroit Edison in 2004 to recover transmission expenses through the PSCR mechanism.
In December 2005, the MPSC issued a temporary order authorizing the Company to begin implementation of maximum quarterly PSCR factors on January 1, 2006. The quarterly factors reflect a downward adjustment in the Company’s total power supply costs of approximately 2% to reflect the potential variability in cost projections. The quarterly factors will allowallowed the Company to more closely track the costs of providing electric service to our customers and, because the non-summer factors are well below those ordered for the summer months, effectively delay the higher power supply costs to the summer months at which time our customers will not be experiencing large expenditures for home heating. The MPSC did not adopt the Company’s request to recover its projected 2005 PSCR under-collection associated with commercial and industrial customers nor did it adopt the Company’s request to implement contingency factors based upon the Company’s increased costs associated with providing electric service to returning electric Customer Choice customers. The MPSC deferred both of those Company proposals to the final order on the Company’s entire 2006 PSCR Plan. In September 2006, the MPSC issued an order in this case that approved the inclusion of sulfur dioxide emission allowance expense in the PSCR, determined that fuel additive expense should not be included in the PSCR based upon its impact on maintenance expense, found the Company’s determination of third party sales revenues to be correct, and allowed the Company to increase its PSCR factor for the balance of the year in an effort to reverse the effects of the previously ordered temporary reduction. This factor increase will effectively reduce the projected 2006 PSCR under-collection by $36 million to $130 million. The MPSC declined to rule on the Company’s requests to include mercury emission allowance expense in the PSCR or its request to include prior PSCR over/(under) recoveries in future year PSCR plans. We haveThe Company filed a petition for re-hearing.its 2006 PSCR reconciliation case in March 2007. The $51 million undercollection amount reflected in that filing is being collected in the 2007 PSCR plan.
2007 Plan Year —In September 2006, Detroit Edison filed its 2007 PSCR plan case seeking approval of a levelized PSCR factor of 6.98 mills per kWh above the amount included in base rates for all PSCR customers. The Company’s PSCR plan includesfiling included $130 million for the recovery of its projected 2006 PSCR under-collection, bringing the total requested PSCR factor to 9.73 mills/kWh. The Company’s application includesincluded a request for an early hearing and temporary order granting such ratemaking authority. The

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Company’s 2007 PSCR Plan includes fuel and power supply costs, including NOx and sulfur dioxide emission allowance costs, transmission costs and MISO costs.
Electric Shut-Off The Company filed supplemental testimony and Restoration
briefs in December 2006 supporting its updated request to include approximately $81 million for the recovery of its projected 2006 PSCR under-collection. The MPSC issued a temporary order in December 2006 approving the Company’s request. In June 2006, the MPSC approved a settlement agreement withaddition, Detroit Edison regarding issues relatedwas granted the authority to service restoration.include all PSCR over/(under) collections in future PSCR plans, thereby reducing the time between refund or recovery of PSCR reconciliation amounts. The MPSC had determined that restorationCompany began to collect its 2007 power supply costs, including the 2006 rollover amount, through a PSCR factor of certain electric service shut-offs effected between October 28, 2005 and March 14, 2006 did not conform to MPSC rules. The settlement agreement directed Detroit Edison to bring its service restoration process into compliance with MPSC rules and submit monthly reports identifying progress toward compliance. Detroit Edison also paid a fine of $105,000 and filed a plan with the MPSC that details assistance customers can receive to avoid service shut-offs.
Revenue Sufficiency Guarantee
Since the April 2005 implementation of Midwest Independent Transmission System Operator (MISO) market operations, MISO’s business practice manuals and other instructions to market participants have stated that Revenue Sufficiency Guarantee (RSG) charges will not be imposed8.69 mills/kWh on day-ahead virtual offers to supply power. RSG charges are collected by MISO from market participants in order to compensate generators that are standing by to supply electricity when called upon by MISO. In an April 2006 order, FERC interpreted MISO’s tariff to require that virtual supply offers be subject to RSG charges. Thus, FERC ordered MISO to recalculate RSG charges, and assess the same on all virtual supply offers, retroactive to AprilJanuary 1, 2005. Numerous requests for rehearing were filed and in October 2006 FERC issued its order on rehearing as to refunds associated with virtual transactions. In this order, FERC reversed its earlier position and now finds retroactive refunds to be inappropriate.2007.
Other
We are unable to predict the outcome of the regulatory matters discussed herein. Resolution of these matters is dependent upon future MPSC orders and appeals, which may materially impact the financial position, results of operations and cash flows of the Company.
NOTE 5 — LONG -TERM DEBT
Debt Issuances– SHAREHOLDER’S EQUITY
In 2006, we issuedMarch 2007, DTE Energy made a capital contribution of $175 million to the following long-term debt:Company.

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          (in Millions)
  Month        
Company Issued Type Interest Rate Maturity Amount
 
Detroit Edison May Senior Notes (1) 6.625% June 2036 $250
(1)The proceeds from the issuance were used to repay short-term borrowings of Detroit Edison and for general corporate purposes
NOTE 6 COMMITMENTS AND CONTINGENCIES
Environmental
Air- Detroit Edison is subject to EPA ozone transport and acid rain regulations that limit power plant emissions of sulfur dioxide and nitrogen oxides. In March 2005, EPA issued additional emission reduction regulations relating to ozone, fine particulate, regional haze and mercury air pollution. The new rules will

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lead to additional controls on fossil-fueled power plants to reduce nitrogen oxide, sulfur dioxide and mercury emissions. To comply with these requirements, Detroit Edison has spent approximately $644$875 million through 2005.2006. We estimate Detroit Edison’sEdison future capital expenditures at up to $218$222 million in 20062007 and up to $2.2$2 billion of additional capital expenditures through 2018 to satisfy both the existing and proposed new control requirements.
Water– In response to an EPA regulation, Detroit Edison is required to examine alternatives for reducing the environmental impacts of the cooling water intake structures at several of its facilities. Based on the results of the studies to be conducted over the next several years, Detroit Edison may be required to install additional control technologies to reduce the impacts of the water intakes. It isInitially, it was estimated that we willthe Company could incur up to $50approximately $53 million over the next fourthree to sixfive years in additional capital expenditures to comply with these requirements. However, a court decision remanded back to the EPA several provisions of the federal regulation resulting in a delay in complying with the regulation. The decision also raised the possibility that the Company may have to install cooling towers at some facilities at a cost substantially greater than was initially estimated for Detroit Edison.other mitigative technologies.
Contaminated Sites- Detroit Edison conducted remedial investigations at contaminated sites, including two former manufactured gas plant (MGP)MGP sites, the area surrounding an ash landfill and several underground and aboveground storage tank locations. The findings of these investigations indicated that the estimated cost to remediate these sites is approximately $13$11 million which was accrued in 20052006 and is expected to be incurred over the next several years.
Personal Property Taxes
In addition, Detroit Edison and other Michigan utilities have assertedexpects to make approximately $5 million of capital improvements to the ash landfill in 2007.
Labor Contracts
There are several bargaining units for our represented employees. Approximately 3,239 of our represented employees are under contracts that Michigan’s valuation tables resultexpire in the substantial overvaluation of utility personal property. Valuation tables established by the Michigan State Tax Commission (STC) are used to determine the taxable value of personal property based on the property’s age. In November 1999, the STC approved new valuation tables that more accurately recognize the value of a utility’s personal property.June 2007. The new tables became effective in 2000 and are currently used to calculate property tax expense. However, several local taxing jurisdictions took legal action attempting to prevent the STC from implementing the new valuation tables and continued to prepare assessments based on the superseded tables. The legal actions regarding the appropriatenesscontract of the new tables were before the Michigan Tax Tribunal (MTT) which,remaining represented employees expires in April 2002, issued a decision essentially affirming the validity of the STC’s new tables. In June 2002, petitioners in the case filed an appeal of the MTT’s decision with the Michigan Court of Appeals. In January 2004, the Michigan Court of Appeals upheld the validity of the new tables. With no further appeal by the petitioners available, the MTT began to schedule utility personal property valuation cases for Prehearing General Calls. After a period of abeyance, the MTT issued a scheduling order in a significant number of Detroit Edison appeals that set litigation calendars for these cases extending into mid-2006. After an extended period of settlement discussions, a Memorandum of Understanding was reached with six principals in the litigation and the Michigan Department of Treasury that is expected to lead to settlement of all outstanding property tax disputes on a global basis.
On December 8, 2005, executed Stipulations for Consent Judgment, Consent Judgments, and Schedules to Consent Judgment were filed with the MTT on behalf of Detroit Edison and a significant number of the largest jurisdictions, in terms of tax dollars, involved in the litigation. The filing of these documents fulfilled the requirements of the global settlement agreement and resolves a number of claims by the litigants against each other including both property and non-property issues. The global settlement agreement resulted in a pre-tax economic benefit to Detroit Edison in 2005 that included the release of a litigation reserve.2008.
Income Taxes
The Internal Revenue Service is currently conducting audits of our federal income tax returns for the years 2002 and 2003. We have accrued tax and interest related to tax uncertainties that arise due to actual or potential disagreements with governmental agencies about the tax treatment of specific items. At September 30, 2006, we have accrued approximately $6 million for such uncertainties. We believe that our accrued tax liabilities are adequate for all years.

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OtherPurchase Commitments
Detroit Edison has an Energy Purchase Agreement to purchase steam and electricity from the Greater Detroit Resource Recovery Authority (GDRRA). Under the agreement,Agreement, Detroit Edison will purchase steam through 2008 and electricity through June 2024. In 1996, a special charge to income was recorded that included a reserve for steam purchase commitments in excess of replacement costs from 1997 through 2008. The reserve for steam purchase commitments totaling $31.5 million at March 31, 2007 is being amortized to fuel, purchased power and gas expense with non-cash accretion expense being recorded through 2008. We purchased approximately $42 million of steam and electricity in 2006, 2005 and 2004 and $39 million in 2003.2004. We estimate steam and electric purchase commitments from 2007 through 2024 will not exceed $427$386 million. In January 2003, we sold the steam heating business of Detroit Edison to Thermal Ventures II, LP. Due to terms of the sale, Detroit Edison remains contractually obligated to buy steam from GDRRA until 2008 and recorded an additional liability of $20$63 million for future commitments. Also, we have guaranteed bank loans of approximately $12.5 million that Thermal Ventures II, LP may use for capital improvements

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to the steam heating system. During the three months ended March 31, 2007, we recorded a $6.8 million reserve related to the bank loan guarantee.
As of DecemberMarch 31, 2005,2007, we were party to numerous long-term purchase commitments relating to a variety of goods and services required for our business. These agreements primarily consist of fuel supply commitments and energy trading contracts.commitments. We estimate that these commitments will be approximately $1.3 billion from 2007 through 2020. We also estimate that 2006 base level2007 capital expenditures will be $800$875 million. We have made certain commitments in connection with expected capital expenditures.
Bankruptcies
We purchase and sell electricity from and to numerous companies operating in the steel, automotive, energy, retail and other industries. Certain of our customers have filed for bankruptcy protection under Chapter 11 of the U.S. Bankruptcy Code. We regularly review contingent matters relating to these customers and our purchase and sale contracts and we record provisions for amounts that we can estimate and are considered at risk of probable loss. We believe our previously accrued amounts are adequate for probable losses. The final resolution of these matters is not expected to have a material effect on our financial statements.
Other
Detroit Edison is involved in a contract dispute with BNSF Railway Company that has been referred to arbitration. Under this contract, BNSF transports western coals east for Detroit Edison. We have filed a breach of contract claim against BNSF for the failure to provide certain services that we believe are required by the contract. TheAn arbitration hearing in this matter ended in April 2007. A decision which is scheduled for mid-2007.subject to an appeal process is expected in June 2007. While we believe we will prevail on the merits in this matter, a negative decision with respect to the significant issues being heard in the arbitration could have an adverse effect on our business.
Also, weWe are involved in certain legal, regulatory, administrative and environmental proceedings before various courts, arbitration panels and governmental agencies concerning claims arising in the ordinary course of business. These proceedings include certain contract disputes, environmental reviews and investigations, audits, inquiries from various regulators, and pending judicial matters. We cannot predict the final disposition of such proceedings. We regularly review legal matters and record provisions for claims that we can estimate and are considered probable of loss. The resolution of pending proceedings is not expected to have a material effect on our operations or financial statements in the period they are resolved.
See Note 4 for a discussion of contingencies related to regulatory matters.Regulatory Matters.

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PART II — Other Information
Legal ProceedingsExhibits
We are involved in certain legal, regulatory, administrative and environmental proceedings before various courts, arbitration panels and governmental agencies concerning matters arising in the ordinary course of business. These proceedings include certain contract disputes, environmental reviews and investigations, audits, inquiries from various regulators, and pending judicial matters. We cannot predict the final disposition of such proceedings. We regularly review legal matters and record provisions for claims that are considered probable of loss. The resolution of pending proceedings is not expected to have a material effect on our operations or financial statements in the period they are resolved. For additional discussion on legal matters, see the Notes to the Consolidated Financial Statements.
See Note 4 for a discussion of contingencies related to Regulatory Matters and Note 6 for a discussion of specific non-regulatory matters.
Exhibits
   
Exhibit  
Number Description
 
Filed:
Filed:
  
12-26Computation of Ratios of Earnings to Fixed Charges
31-2731-31 Chief Executive Officer Section 302 Form 10-Q Certification
31-2831-32 Chief Financial Officer Section 302 Form 10-Q Certification
   
Furnished:
  
32-2732-31 Chief Executive Officer Section 906 Form 10-Q Certification
32-2832-32 Chief Financial Officer Section 906 Form 10-Q Certification

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SignatureSIGNATURE
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
 
 
Date: November 14, 2006May 9, 2007 /s/ PETER B. OLEKSIAK   
 Peter B. Oleksiak  
 Vice President and Controller and Chief
Accounting Officer 
 

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EXHIBIT INDEXExhibit Index
   
Exhibit  
Number Description
 
Filed:
  
12-26Computation of Ratios of Earnings to Fixed Charges
31-2731-31 Chief Executive Officer Section 302 Form 10-Q Certification
31-2831-32 Chief Financial Officer Section 302 Form 10-Q Certification
   
Furnished:
32-2732-31 Chief Executive Officer Section 906 Form 10-Q Certification
32-2832-32 Chief Financial Officer Section 906 Form 10-Q Certification