Exhibit 5.1
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![LOGO](https://capedge.com/proxy/SF-1A/0001193125-23-253051/g442203g1005154716016.jpg)
| | | | FILE NO: 55788.90 |
October 10, 2023
DTE Electric Company
DTE Electric Securitization Funding II LLC
One Energy Plaza
Detroit, Michigan 48226-1279
Re: DTE Electric Company
Registration Statement on Form SF-1
To the Addressees:
We have acted as counsel to DTE Electric Company, a Michigan corporation (“DTE”), and DTE Electric Securitization Funding II LLC, a Delaware limited liability company (the “Company”), in connection with the preparation of the Registration Statement filed on Form SF-1 (Registration Nos. 333-273931 and 333-273931-01) filed on August 11, 2023 and as amended by Amendment No. 1 filed on October 10, 2023 (collectively, the “Registration Statement”) with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended (the “Securities Act”), relating to the proposed issuance of up to $601,600,000 of Senior Secured Securitization Bonds, Series 2023A (the “Bonds”) of the Company to be offered in such manner as described in the prospectus (the “Prospectus”) included as part of the Registration Statement. The Bonds are to be issued under an Indenture (the “Base Indenture”) to be entered into among the Company, U.S. Bank Trust Company, National Association, as indenture trustee (the “Indenture Trustee”), and U.S. Bank National Association, as securities intermediary (the “Securities Intermediary”) and account bank (the “Account Bank”), as to be supplemented by a Series Supplement establishing the form(s), terms and other provisions of the Bonds (the “Series Supplement” and, together with the Base Indenture, the “Indenture”) among the Company, the Indenture Trustee, the Securities Intermediary and the Account Bank, the form of each of which has been filed as an exhibit to the Registration Statement.
This opinion letter is being delivered in accordance with the requirements of Item 601(b)(5) of Regulation S-K under the Securities Act.
We are familiar with the proceedings taken and proposed to be taken by the Company in connection with the proposed authorization, issuance and sale of the Bonds. In rendering the opinions expressed below, we have examined and relied upon copies of the Registration Statement and the exhibits filed therewith, and the form of Indenture. We have also examined originals, or copies of originals certified to our satisfaction, of such agreements, documents, certificates and statements of government officials and other instruments, and have examined
ATLANTA AUSTIN BANGKOK BEIJING BOSTON BRUSSELS CHARLOTTE DALLAS DUBAI HOUSTON
LONDON LOS ANGELES MIAMI NEW YORK RICHMOND SAN FRANCISCO TOKYO TYSONS WASHINGTON, DC
www.HuntonAK.com