1
Exhibit 4-170

EXECUTED IN 50 COUNTER-
PARTS OF WHICH THIS IS,
COUNTERPART NUMBER 50

THE DETROIT EDISON COMPANY
(2000 Second Avenue,
Detroit, Michigan 48226)

BANKERS TRUST COMPANY
(16 Wall Street,
New York, New York 10015)
AS TRUSTEE

----------------------------
INDENTURE

Dated as of October 15, 1985
----------------------------

SUPPLEMENTAL TO MORTGAGE AND DEED OF TRUST
DATED AS OF OCTOBER 1, 1924

PROVIDING FOR

(A) GENERAL AND REFUNDING MORTGAGE BONDS, SERIES KKP NO. 9

(B) LISTING OF ADDITIONAL REAL ESTATE AND

PAGE
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PARTIES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
RECITALS
Original Indenture and Supplementals . . . . . . . . . . . . . . . . . . . . . . . . . 1
Issue of Bonds under Indenture . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
Bonds heretofore issued . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
Reason for creation of new series . . . . . . . . . . . . . . . . . . . . . . . . . . 4
Bonds to be Series KKP No. 9 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
Further assurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
Authorization of Supplemental Indenture . . . . . . . . . . . . . . . . . . . . . . . 5
Consideration for Supplemental Indenture . . . . . . . . . . . . . . . . . . . . . . . 5

PART I.
CREATION OF TWO HUNDRED SIXTY-SEVENTH
SERIES OF BONDS
GENERAL AND REFUNDING MORTGAGE BONDS,
SERIES KKP NO. 9

Sec. 1. Certain terms of Bonds of Series KKP No. 9 . . . . . . . . . . . . . . . . . . 6
Sec. 2. Redemption of Bonds of Series KKP No. 9 . . . . . . . . . . . . . . . . . . . . 7
Sec. 3. Redemption of Bonds of Series KKP No. 9 in event
of acceleration of Monroe Revenue Bonds . . . . . . . . . . . . . . . . . . . 7
Sec. 4. Consent . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Sec. 5. Form of Bonds of Series KKP No. 9 . . . . . . . . . . . . . . . . . . . . . . . 8
Form of Trustee's Certificate . . . . . . . . . . . . . . . . . . . . . . . . . 12

PART II.
ADDITIONAL REAL ESTATE

After acquired property being specifically subjected to Indenture . . . . . . . . . . . 12
Assignment of income, etc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
Habendum . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
In trust nevertheless . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13

PART III.
RECORDING AND FILING DATA

Recording and filing of Original Indenture . . . . . . . . . . . . . . . . . . . . . . . 13
Recording and filing of Supplemental Indentures . . . . . . . . . . . . . . . . . . . . 13
Recording of Certificates of Provision for Payment . . . . . . . . . . . . . . . . . . . 17

PART IV.
THE TRUSTEE

Terms and conditions of acceptance of trust by Trustee . . . . . . . . . . . . . . . . . 17

PART V.
MISCELLANEOUS

Execution in Counterparts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
Testimonium . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
Execution . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
Acknowledgements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
Affidavit as to consideration and good faith . . . . . . . . . . . . . . . . . . . . . . 20

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* This Table of Contents shall not (have any bearing upon the interpretation of
any of the terms or provisions of this Indenture.
3
1

PARTIES SUPPLEMENTAL INDENTURE, dated as of the fifteenth day of
October, in the year one thousand nine hundred and
eighty-five, between THE DETROIT EDISON COMPANY, a
corporation organized and existing under the laws of the
State of Michigan and a transmitting utility (hereinafter
called the "Company"), party of the first part, and
BANKERS TRUST COMPANY, a corporation organized and
existing under the laws of the State of New York, having
its corporate trust office at Four Albany Street, in the
Borough of Manhattan, The City and State of New York, as
Trustee under the Mortgage and Deed of Trust hereinafter
mentioned (hereinafter called the "Trustee"), party of
the second part.

ORIGINAL WHEREAS, the Company has heretofore executed and
INDENTURE AND delivered its Mortgage and Deed of Trust (hereinafter
SUPPLEMENTALS. referred to as the "Original Indenture"), dated as of
October 1, 1924, to the Trustee, for the security of all
bonds of the Company outstanding thereunder, and
pursuant to the terms and provisions of the Original
Indenture, indentures dated as of, respectively, June 1,
1925, August 1, 1927, February 1, 1931, June 1, 1931,
October 1, 1932, September 25, 1935, September 1, 1936,
November 1, 1936, February 1, 1940, December 1, 1940,
September 1, 1947, March 1, 1950, November 15, 1951,
January 15, 1953, May 1, 1953, March 15, 1954, May 15,
1955, August 15, 1957, June 1, 1959, December 1, 1966,
October 1, 1968, December 1, 1969, July 1, 1970,
December 15, 1970, June 15, 1971, November 15, 1971,
January 15, 1973, May 1, 1974, October 1, 1974, January
15, 1975, November 1, 1975, December 15, 1975, February 1,
1976, June 15, 1976, July 15, 1976, February 15, 1977,
March 1, 1977, June 15, 1977, July 1, 1977, October 1,
1977, June 1, 1978, October 15, 1978, March 15, 1979,
July 1, 1979, September 1, 1979, September 15, 1979,
January 1, 1980, April 1, 1980, August 15, 1980, August
1, 1981, November 1, 1981, June 30, 1982, August 15,
1982, June 1, 1983, October 1, 1984, May 1, 1985 and
May 15, 1985 supplemental to the Original Indenture,
have heretofore been entered into between the Company
and the Trustee (the Original Indenture and all
indentures supplemental thereto together being
hereinafter sometimes referred to as the "Indenture"); and

ISSUE OF WHEREAS, the Indenture provides that said bonds shall be
BONDS UNDER issuable in one or more series, and makes provision that
INDENTURE. the rates of interest and dates for the payment thereof,
the date of maturity or dates of maturity, if of serial
maturity, the terms and rates of optional redemption (if
redeemable), the forms of registered bonds without
coupons of any series and any other provisions and
agreements in respect thereof, in the Indenture provided
and permitted, as the Board of Directors may determine,
may be expressed in a supplemental indenture to be made
by the Company to the Trustee thereunder; and

BONDS HERETOFORE WHEREAS, bonds in the principal amount of Two billion
ISSUED. eight hundred eighteen million one hundred seventy-one
thousand dollars ($2,818,171,000) have heretofore been
issued under the Indenture as follows, viz:

(1) Bonds of Series A -- Principal Amount $26,016,000,
(2) Bonds of Series B -- Principal Amount $23,000,000,
(3) Bonds of Series C -- Principal Amount $20,000,000,
(4) Bonds of Series D -- Principal Amount $50,000,000,
(5) Bonds of Series E -- Principal Amount $15,000,000,
(6) Bonds of Series F -- Principal Amount $49,000,000,
(7) Bonds of Series G -- Principal Amount $35,000,000,
(8) Bonds of Series H -- Principal Amount $50,000,000,
(9) Bonds of Series I -- Principal Amount $60,000,000,
(10) Bonds of Series J -- Principal Amount $35,000,000,
(11) Bonds of Series K -- Principal Amount $40,000,000,
(12) Bonds of Series L -- Principal Amount $24,000,000,
(13) Bonds of Series M -- Principal Amount $40,000,000,
(14) Bonds of Series N -- Principal Amount $40,000,000,
(15) Bonds of Series O -- Principal Amount $60,000,000,

(16) Bonds of Series W -- Principal Amount $50,000,000,
(17) Bonds of Series BB -- Principal Amount $50,000,000,
(18) Bonds of Series CC -- Principal Amount $50,000,000,
(19-23) Bonds of Series DDP Nos. 1-5 -- Principal Amount $4,000,000,
(24-29) Bonds of Series FFR Nos. 1-6 -- Principal Amount $3,100,000,
(30-38) Bonds of Series GGP Nos. 1-5 and 8-11 -- Principal Amount $5,580,000,
(39-44) Bonds of Series IIP Nos. 1-4 and 8-9 -- Principal Amount $260,000,
(45-48) Bonds of Series JJP Nos. 1-4 -- Principal Amount $460,000,
(49-52) Bonds of Series KKP Nos. 1-4 -- Principal Amount $1,060,000,
(53-58) Bonds of Series LLP Nos. 1-4 and 8-9 -- Principal Amount $1,640,000,
(59-64) Bonds of Series NNP Nos. 1-4 and 8-9 -- Principal Amount $4,300,000,
(65-68) Bonds of Series OOP Nos. 1-4 -- Principal Amount $1,340,000,
(69-72) Bonds of Series QQP Nos. 1-3 and 10 -- Principal Amount $1,755,000,
(73-74) Bonds of Series TTP Nos. 1-2 -- Principal Amount $110,000,
(75) Bonds of 1980 Series A -- Principal Amount $50,000,000,
(76) Bonds of 1980 Series CP No. 1 -- Principal Amount $490,000,
(77) Bonds of 1980 Series DP No. 1 -- Principal Amount $185,000,

all of which have either been retired and cancelled, or
no longer represent obligations of the Company, having
been called for redemption and funds necessary to effect
the payment, redemption and retirement thereof having
been deposited with the Trustee as a special trust fund
to be applied for such purpose;

(78) Bonds of Series P in the principal amount of
Seventy million dollars ($70,000,000), of which Three
million six hundred seventy-five thousand dollars
($3,675,000) principal amount have heretofore been
retired and cancelled and Sixty-six million three
hundred twenty-five thousand dollars ($66,325,000)
principal amount are outstanding at the date hereof;

(79) Bonds of Series Q in the principal amount of
Forty million dollars ($40,000,000), of which Two
million three hundred five thousand dollars
($2,305,000) principal amount have heretofore been
retired and cancelled and Thirty-seven million six
hundred ninety-five thousand dollars ($37,695,000)
principal amount are outstanding at the date hereof;

(80) Bonds of Series R in the principal amount of One
hundred million dollars ($100,000,000), all of which
are outstanding at the date hereof;

(81) Bonds of Series S in the principal amount of One
hundred fifty million dollars ($150,000,000), all of
which are outstanding at the date hereof;

(82) Bonds of Series T in the principal amount of
Seventy-five million dollars ($75,000,000), all of
which are outstanding at the date hereof;

(83) Bonds of Series U in the principal amount
of Seventy-five million dollars ($75,000,000), all of
which are outstanding at the date hereof;

(84) Bonds of Series V in the principal amount of One
hundred million dollars ($100,000,000), all of which
are outstanding at the date hereof;

(85) Bonds of Series X in the principal amount of One
hundred million dollars ($100,000,000), all of which
are outstanding at the date hereof;

(86) Bonds of Series Y in the principal amount of
Sixty million dollars ($60,000,000), all of which are
outstanding at the date hereof;

(87) Bonds of Series Z in the principal amount of One
hundred million dollars ($100,000,000), all of which
are outstanding at the date hereof;

(88) Bonds of Series AA in the principal amount of One
hundred million dollars ($100,000,000), all of which
are outstanding at the date hereof;
5

(89-92) Bonds of Series DDP Nos. 6-9 in the principal
amount of Ten million three hundred five thousand
dollars ($10,305,000), all of which are outstanding at
the date hereof;

(93) Bonds of Series EE in the principal amount of
Fifty million dollars ($50,000,000), of which Twelve
million five hundred thousand dollars ($12,500,000)
principal amount have heretofore been retired and
Thirty-seven million five hundred thousand dollars
($37,500,000) principal amount are outstanding at the
date hereof:

(94-101) Bonds of Series FFR Nos. 7-14 in the
principal amount of Forty-two million five
hundred thousand dollars ($42,500,000), all of which
are outstanding at the date hereof;

(102-114) Bonds of Series GGP Nos. 6-7 and 12-22 in
the principal amount of Thirty-six million seven
hundred twenty thousand dollars ($36,720,000), all of
which are outstanding at the date hereof;

(115) Bonds of Series HH in the principal amount of
Fifty million dollars ($50,000,000), all of which are
outstanding at the date hereof;

(116-117) Bonds of Series MMP and MMP No. 2 in the
principal amount of Five million four hundred thirty
thousand dollars ($5,430,000), of which Five hundred
ten thousand dollars ($510,000) principal amount have
heretofore been retired and Four million nine hundred
twenty thousand dollars ($4,920,000) principal amount
are outstanding at the date hereof;

(118-133) Bonds of Series IIP Nos. 5-7 and 10-22 in
the principal amount of Three million four hundred
ninety thousand dollars ($3,490,000), all of which are
outstanding at the date hereof:

(134-137) Bonds of Series JJP Nos. 5-8 in the
principal amount of Six million three hundred
ninety thousand dollars ($6,390,000), of which Forty
thousand dollars ($40,000) principal amount have
heretofore been retired and Six million three hundred
fifty thousand dollars ($6,350,000) are outstanding at
the date hereof;

(138-141) Bonds of Series KKP Nos. 5-8 in the
principal amount of Thirteen million eight hundred
thirty thousand dollars ($13,830,000), of which Sixty
thousand dollars ($60,000) principal amount have
heretofore been retired and Thirteen million seven
hundred seventy thousand dollars ($13,770,000) are
outstanding at the date hereof;

(142-150) Bonds of Series LLP Nos. 5-7 and 10-15 in
the principal amount of Seven million two hundred
ten thousand dollars ($7,210,000), all of which are
outstanding at the date hereof;

(151-165) Bonds of Series NNP Nos. 5-7 and 10-21 in
the principal amount of Forty-three million six
hundred fifty thousand dollars ($43,650,000), all of
which are outstanding at the date hereof,

(166-179) Bonds of Series OOP Nos. 5-18 in the
principal amount of Seventeen million five
hundred forty thousand dollars ($17,540,000), of which
Eighty thousand dollars ($80,000) principal amount
have heretofore been retired and Seventeen million
four hundred sixty thousand dollars ($17,460,000) are
outstanding at the date hereof;

(180) Bonds of Series PP in the principal amount of
Seventy million dollars ($70,000,000), all of which
are outstanding at the date hereof;
6

(181-195) Bonds of Series QQP Nos. 4-9 and 11-19 in
the principal amount of Eleven million eight
hundred ninety-five thousand dollars ($11,895,000),
all of which are outstanding at the date hereof;

(196) Bonds of Series RR in the principal amount of
Seventy million dollars ($70,000,000), all of which
are outstanding at the date hereof;

(197) Bonds of Series SS in the principal amount of
One hundred fifty million dollars ($150,000,000),
of which Ten million dollars ($10,000,000) principal
amount have heretofore been retired and One hundred
forty million dollars ($140,000,000) principal amount
are outstanding at the date hereof;

(198-210) Bonds of Series TTP Nos. 3-15 in the
principal amount of Three million six hundred
ninety thousand dollars ($3,690,000), all of which are
outstanding at the date hereof;

(211) Bonds of Series UU in the principal amount of
One hundred million dollars ($100,000,000), all of
which are outstanding at the date hereof;

(212) Bonds of 1980 Series B in the principal amount
of One hundred million dollars ($100,000,000), all
of which are outstanding at the date hereof;

(213-236) Bonds of 1980 Series CP Nos. 2-25 in the
principal amount of Thirty-four million five hundred
ten thousand dollars ($34,510,000), all of which are
outstanding at the date hereof:

(237-246) Bonds of 1980 Series DP Nos. 2-11 in the
principal amount of Ten million five hundred
sixty-five thousand dollars ($10,565,000), all of
which are outstanding at the date hereof;

(247-262) Bonds of 1981 Series AP Nos. 1-16 in the
principal amount of One hundred twenty-four million
dollars ($124,000,000), all of which are outstanding
at the date hereof;

(263) Bonds of 1984 Series AP in the principal amount
of Two million four hundred thousand dollars
($2,400,000), all of which are outstanding at the
date hereof;

(264) Bonds of 1984 Series BP in the principal amount
of Seven million seven hundred fifty thousand
dollars ($7,750,000), all of which are outstanding at
the date hereof;

(265) Bonds of 1985 Series A in the principal amount
of Thirty-five million dollars ($35,000,000), all
of which are outstanding at the date hereof; and

(266) Bonds of 1985 Series B in the principal amount
of Fifty million dollars ($50,000,000), all of
which are outstanding at the date hereof;

and, accordingly, of the bonds so issued, one billion
nine hundred ninety-seven million seven hundred five
thousand dollars ($1,997,705,000) principal amount are
outstanding at the date hereof; and

REASON FOR WHEREAS, the County of Monroe, Michigan has agreed
CREATION OF to issue and sell $20,000,000 principal amount of its
NEW SERIES. Pollution Control Revenue Bonds (The Detroit Edison
Company Monroe and Fermi Plants Project), Collateralized
Series I-1985 so as to provide funds for the purchase
and construction of certain pollution control facilities
installed in the Company's Fermi 2 Plant; and

WHEREAS, the Company has entered into an
Installment Sales Contract, dated as of March 1, 1977
and amended as of September 1, 1979 and November 1,
1985 with the County of Monroe, in order to purchase
certain pollution control facilities, and pursuant to
such Installment Sales Contract the Company has agreed
to issue its General and Refunding Mortgage Bonds under
the Indenture in order further to secure its
obligations under such Installment Sales Contract; and

WHEREAS, for such purposes the Company desires to
issue a new series of bonds to be issued under the
Indenture and to be authenticated and delivered pursuant
to Section 4 of Article III of the Indenture; and

BONDS TO BE WHEREAS, the Company desires by this Supplemental
SERIES KKP Indenture to create such new series of bonds, to be
NO. 9 designated "General and Refunding Mortgage Bonds, Series
KKP No. 9"; and

FURTHER WHEREAS, the Original Indenture, by its terms,
ASSURANCE. includes in the property subject to the lien thereof all
of the estates and properties, real, personal and mixed,
rights, privileges and franchises of every nature and
kind and wheresoever situate, then or thereafter owned or
possessed by or belonging to the Company or to which it
was then or at any time thereafter might be entitled in
law or in equity (saving and excepting, however, the
property therein specifically excepted or released from
the lien thereof), and the Company therein covenanted that
it would, upon reasonable request, execute and deliver
such further instruments as may be necessary or proper for
the better assuring and confirming unto the Trustee all or
any part of the trust estate, whether then or thereafter
owned or acquired by the Company (saving and excepting,
however, property specifically excepted or released from
the lien thereof); and

WHEREAS, the Company has, since the date as of which
the Original Indenture was executed, viz, October 1,
1924, acquired and/or perfected its title to certain
property hereinafter described. not previously
specifically subjected to the lien of the Indenture,
which is subject to the lien of the Indenture and, for
the better security and protection of the bonds now or
hereafter issued under the Indenture, the Company desires
by this Supplemental Indenture to evidence the specific
conveyance of said property to the Trustee upon the
trusts set forth in the Original Indenture and in said
indentures supplemental thereto; and

AUTHORIZATION WHEREAS, the Company in the exercise of the powers
OF SUPPLEMENTAL and authority conferred upon and reserved to it under and
INDENTURE. by virtue of the provisions of the Indenture, and
pursuant to resolutions of its Board of Directors has
duly resolved and determined to make, execute and deliver
to the Trustee a supplemental indenture in the form hereof
for the purposes herein provided; and

WHEREAS, all conditions and requirements necessary to
make this Supplemental Indenture a valid and legally
binding instrument in accordance with its terms have been
done, performed and fulfilled, and the execution and
delivery hereof have been in all respects duly
authorized;

CONSIDERATION NOW, THEREFORE, THIS INDENTURE WITNESSETH: That The
FOR SUPPLE- Detroit Edison Company, in consideration of the premises
MENTAL and of the covenants contained in the Indenture and of
INDENTURE. the sum of One Dollar ($1.00) and other good and valuable
consideration to it duly paid by the Trustee at or
before the ensealing and delivery of these presents, the
receipt whereof is hereby acknowledged, hereby covenants
and agrees to and with the Trustee and its successors in
the trusts under the Original Indenture and in said
indentures supplemental thereto as follows:
8

PART I.
CREATION OF TWO HUNDRED SIXTY-SEVENTH
SERIES OF BONDS.
GENERAL AND REFUNDING MORTGAGE BONDS,
SERIES KKP NO. 9

CERTAIN TERMS SECTION 1. The Company hereby creates the Two hundred
OF BONDS OF sixty-seventh series of bonds to be issued under and
SERIES KKP secured by the Original Indenture as amended to date and
NO. 9 as further amended by this Supplemental Indenture, to be
designated, and to be distinguished from the bonds of
all other series, by the title "General and Refunding
Mortgage Bonds, Series KKP No. 9" (elsewhere herein
referred to as the "bonds of Series KKP No. 9"). The
aggregate principal amount of bonds of Series KKP No. 9
shall be limited to twenty million dollars ($20,000,000),
except as provided in Sections 7 and 13 of Article II of
the Original Indenture with respect to exchanges and
replacements of bonds.

Each bond of Series KKP No. 9 is to be irrevocably
assigned to, and registered in the name of, Manufacturers
National Bank of Detroit, as trustee, or a successor
trustee (said trustee or any successor trustee being
hereinafter referred to as the Monroe Trust Indenture
Trustee"), under the Trust Indenture, dated as of March 1,
1977, as amended September 1, 1979 and October 15, 1985
(hereinafter called the "Monroe Trust Indenture"),
between the County of Monroe, Michigan (hereinafter
called "Monroe"), and the Monroe Trust Indenture Trustee,
to secure payment of the County of Monroe, Michigan,
Pollution Control Revenue Bonds (The Detroit Edison
Company Monroe and Fermi Plants Project), Collateralized
Series I-1985 (hereinafter called the "Monroe Revenue
Bonds"), issued by Monroe under the Monroe Trust
Indenture, the proceeds of which (other than any accrued
interest thereon) have been provided for the acquisition
and construction of certain pollution control facilities
which the Company has agreed to purchase pursuant to the
provisions of the Installment Sales Contract, dated as of
March 1, 1977, as amended as of September 1, 1979 and as
of October 15, 1985 (hereinafter called the "Monroe
Contract"), between the Company and Monroe.

The bonds of Series KKP No. 9 shall be issued as
registered bonds without coupons in denominations of a
multiple of $5,000. The bonds of Series KKP No. 9 shall be
issued in the aggregate principal amount of $20,000,000,
shall mature on September 1, 2005 and shall bear
interest, payable semi-annually on March 1 and September 1
of each year, at the rate of 10-1/8 %, until the
principal thereof shall have become due and payable and
thereafter until the Company's obligation with respect to
the payment of said principal shall have been discharged
as provided in the Indenture.

The bonds of Series KKP No. 9 shall be payable as to
principal, premium, if any, and interest as provided in
the Indenture, but only to the extent and in the manner
herein provided. The bonds of Series KKP No. 9 shall be
payable, both as to principal and interest, at the
office or agency of the Company in the Borough of
Manhattan, The City and State of New York, in any coin or
currency of the United States of America which at the
time of payment is legal tender for public and private
debts.

Except as provided herein, each bond of Series KKP No. 9
shall be dated the date of its authentication and
interest shall be payable on the principal represented
thereby from the March 1 or September 1 next preceding
the date thereof to which interest has been paid on bonds
of Series KKP No. 9, unless the bond is authenticated on a
date to which interest has been paid, in which case
interest shall be payable from the date of
authentication, or unless the date of authentication is
prior to March 1, 1986, in which case interest shall be
payable from October 15, 1985.

The bonds of Series KKP No. 9 in definitive form shall
be, at the election of the Company, fully engraved or
shall be lithographed or printed in authorized denom-
inations as aforesaid and numbered 1 and upwards (with
such further designation as
9

may be appropriate and desirable to indicate by such
designation the form, series and denominations of bonds of
Series KKP No. 9). Until bonds of Series KKP No. 9 in
definitive form are ready for delivery, the Company may
execute, and upon its request in writing the Trustee shall
authenticate and deliver in lieu thereof, bonds of Series
KKP No. 9 in temporary form, as provided in Section 10 of
Article II of the Indenture. Temporary bonds of Series
KKP No. 9, if any, may be printed and may be issued in
authorized denominations in substantially the form of
definitive bonds of Series KKP No. 9, but with such
omissions, insertions and variations as may be appropriate
for temporary bonds, all as may be determined by the
Company.

Bonds of Series KKP No. 9 shall not be assignable or
transferable except as may be required to effect a
transfer to any successor trustee under the Monroe Trust
Indenture, or, subject to compliance with applicable law,
as may be involved in the course of the exercise of rights
and remedies consequent upon an Event of Default under the
Monroe Trust Indenture. Any such transfer shall be made
upon surrender thereof for cancellation at the office or
agency of the Company in the Borough of Manhattan, The
City and State of New York, together with a written
instrument of transfer (if so required by the Company or
by the Trustee) in form approved by the Company duly
executed by the holder or by its duly authorized
attorney. Bonds of Series KKP No. 9 shall in the same
manner be exchangeable for a like aggregate principal
amount of bonds of Series KKP No. 9 upon the terms and
conditions specified herein and in Section 7 of
Article II of the Indenture. The Company waives its
rights under Section 7 of Article II of the
Indenture not to make exchanges or transfers of bonds of
Series KKP No. 9, during any period of ten days next
preceding any redemption date for such bonds.

Bonds of Series KKP No. 9, in definitive and temporary
form, may bear such legends as may be necessary to comply
with any law or with any rules or regulations made
pursuant thereto or as may be specified in the Monroe
Contract.

Upon payment of the principal or premium, if any, or
interest on the Monroe Revenue Bonds, whether at maturity
or prior to maturity by redemption or otherwise, or upon
provision for the payment thereof having been made in
accordance with Article IX of the Monroe Trust Indenture,
bonds of Series KKP No. 9 in a principal amount equal to
the principal amount of such Monroe Revenue Bonds, shall,
to the extent of such payment of principal, premium or
interest, be deemed fully paid and the obligation of the
Company thereunder to make such payment shall forthwith
cease and be discharged, and, in the case of the payment
of principal and premium, if any, such bonds shall be
surrendered for cancellation or presented for appropriate
notation to the Trustee.

REDEMPTION SECTION 2. Bonds of Series KKP No. 9 shall be redeemed
OF BONDS on the respective dates and in the respective
OF SERIES KKP principal amounts which correspond to the redemption
NO. 9. dates for, and the principal amounts to be redeemed of,
the Monroe Revenue Bonds.

In the event the Company elects to redeem any Monroe
Revenue Bonds prior to maturity in accordance with the
provisions of the Monroe Trust Indenture, the Company
shall on the same date redeem bonds of Series KKP No. 9 in
principal amounts and at redemption prices corresponding
to the Monroe Revenue Bonds so redeemed. The Company
agrees to give the Trustee notice of any such redemption
of bonds of Series KKP No. 9 on the same date as it gives
notice of redemption of Monroe Revenue Bonds to the Monroe
Trust Indenture Trustee.

REDEMPTION SECTION 3. In the event of an Event of Default under the
OF BONDS OF Monroe Trust Indenture and the acceleration of all Monroe
SERIES KKP Revenue Bonds, the bonds of Series KKP No. 9 shall be
NO. 9 IN EVENT redeemable in whole upon receipt by the Trustee of a
OF ACCELERATION written demand (hereinafter called a "Redemption Demand")
OF MONROE from the Monroe Trust Indenture Trustee stating that
REVENUE BONDS. there has occurred under the Monroe Trust Indenture both
an Event of Default and a declaration of acceleration of
payment of principal, accrued interest and premium, if
any, on the Monroe Revenue Bonds, specifying the last
date to
10

which interest on the Monroe Revenue Bonds has been paid
(such date being hereinafter referred to as the "Initial
Interest Accrual Date") and demanding redemption of the
bonds of said series. The Trustee shall, within five
days after receiving such Redemption Demand, mail a copy
thereof to the Company marked to indicate the date of its
receipt by the Trustee. Promptly upon receipt by the
Company of such copy of a Redemption Demand, the Company
shall fix a date on which it will redeem the bonds of said
series so demanded to be redeemed (hereinafter called the
"Demand Redemption Date"). Notice of the date fixed as
the Demand Redemption Date shall be mailed by the Company
to the Trustee at least ten days prior to such Demand
Redemption Date. The date to be fixed by the Company as
and for the Demand Redemption Date may be any date up to
and including the earlier of (x) the 60th day after
receipt by the Trustee of the Redemption Demand or (y)
the maturity date of such bonds first occurring following
the 20th day after the receipt by the Trustee of the
Redemption Demand; provided, however, that if the Trustee
shall not have received such notice fixing the Demand
Redemption Date on or before the 10th day preceding the
earlier of such dates, the Demand Redemption Date shall
be deemed to be the earlier of such dates. The Trustee
shall mail notice of the Demand Redemption Date (such
notice being hereinafter called the "Demand Redemption
Notice") to the Monroe Trust Indenture Trustee not more
than ten nor less than five days prior to the Demand
Redemption Date.

Each bond of Series KKP No. 9 shall be redeemed by the
Company on the Demand Redemption Date therefore upon
surrender thereof by the Monroe Trust Indenture Trustee
to the Trustee at a redemption price equal to the
principal amount thereof plus accrued interest thereon at
the rate specified for such bond from the Initial
Interest Accrual Date to the Demand Redemption Date plus
an amount equal to the aggregate premium, if any, due
and payable on such Demand Redemption Date on all Monroe
Revenue Bonds; provided, however, that in the event of
a receipt by the Trustee of a notice that, pursuant to
Section 1010 of the Monroe Trust Indenture, the Monroe
Trust Indenture Trustee has terminated proceedings to
enforce any right under the Monroe Trust Indenture, then
any Redemption Demand shall thereby be rescinded By the
Monroe Trust Indenture Trustee, and no Demand Redemption
Notice shall be given, or, if already given, shall be
automatically annulled; but no such rescission or
annulment shall extend to or affect any subsequent
default or impair any right consequent thereon.

Anything herein contained to the contrary
notwithstanding, the Trustee is not authorized to take any
action pursuant to a Redemption Demand and such Redemption
Demand shall be of no force or effect, unless it is
executed in the name of the Monroe Trust Indenture Trustee
by its President or one of its Vice Presidents.

CONSENT. SECTION 4. The holders of the bonds of Series KKP No.
9, by their acceptance of and holding thereof, consent
and agree that bonds of any series may be issued which
mature on a date or dates later than October 1, 2024 and
also consent to the deletion from the first paragraph of
Section 5 of Article II of the Indenture of the phrase
"but in no event later than October 1, 2024". Such
holders further agree that (a) such consent shall, for
all purposes of Article XV of the Indenture and without
further action on the part of such holders, be deemed the
affirmative vote of such holders at any meeting called
pursuant to said Article XV for the purpose of approving
such deletion, and (b) such deletion shall become
effective at such time as not less than eighty-five
percent (85%) in principal amount of bonds outstanding
under the Indenture shall have consented thereto
substantially in the manner set forth in this Section 4,
or in writing, or by affirmative vote cast a meeting
called pursuant to said Article XV, or by any
combination thereof.
11

FORM OF BONDS SECTION 5. The bonds of Series KKP No. 9 and the form of
OF SERIES KKP Trustee's Certifcate to be endorsed on such bonds shall
NO. 9. be substantially in the following forms, respectively:

THE DETROIT EDISON COMPANY
GENERAL AND REFUNDING MORTGAGE BOND
SERIES KKP NO. 9, 10-1/8% DUE SEPTEMBER 1, 2005

Notwithstanding any provisions hereof or in the
Indenture, this bond is not assignable or transferable
except as may be required to effect a transfer to any
successor trustee under the Trust Indenture, dated as of
March 1, 1977 and amended as of September 1, 1979 and
October 15, 1985 between the County of Monroe, Michigan
and Manufacturers National Bank of Detroit, as trustee,
or, subject to compliance with applicable law, as may be
involved in the course of the exercise of rights and
remedies consequent upon an Event of Default under said
Trust Indenture.
$....... No........

THE DETROIT EDISON COMPANY (hereinafter called the
"Company"), a corporation of the State of Michigan, for
value received, hereby promises to pay to Manufacturers
National Bank of Detroit, as trustee, or registered
assigns, at the Company's office or agency in the Borough
of Manhattan, The City and State of New York, the
principal sum of dollars ($ ) in lawful
money of the United States of America on the date
specified in the title hereof and interest thereon at the
rate specified in the title hereof, in like lawful money,
from October 15, 1985, and after the first payment of
interest on bonds of this Series has been made or
otherwise provided for, from the most recent date to
which interest has been paid or otherwise provided for,
semiannually on March 1 and September 1 of each year,
until the Company's obligation with respect to payment of
said principal shall have been discharged, all as
provided, to the extent and in the manner specified in
the Indenture hereinafter mentioned on the reverse hereof
and in the supplemental indenture pursuant to which this
bond has been issued.

Under a Trust Indenture, dated as of March 1, 1977 and
amended as of September 1, 1979 and October 15, 1985
(hereinafter called the "Monroe Trust Indenture"), between
the County of Monroe, Michigan (hereinafter called
"Monroe"), and Manufacturers National Bank of Detroit, as
trustee (hereinafter called the "Monroe Trust Indenture
Trustee"), Monroe has issued Pollution Control Revenue
Bonds (The Detroit Edison Company Monroe and Fermi Plants
Project), Collateralized Series I-1985 (hereinafter
called the "Monroe Revenue Bonds"). This bond was
originally issued to Monroe and simultaneously irrevocably
assigned to the Monroe Trust Indenture Trustee so as to
secure the payment of the Monroe Revenue Bonds. Payments
of principal of, or premium, if any, or interest on,
Monroe Revenue Bonds shall constitute like pavements on
this bond as further provided herein and in the
supplemental indenture pursuant to which this bond has
been issued.

Reference is hereby made to such further provisions of
this bond set forth on the reverse hereof and such further
provisions shall for all purposes have the same effect as
though set forth at this place.

This bond shall not be valid or become obligatory for
any purpose until Bankers Trust Company, the Trustee under
the Indenture hereinafter mentioned on the reverse hereof,
or its successor thereunder, shall have signed the form of
certificate endorsed hereon.

IN WITNESS WHEREOF, THE DETROIT EDISON COMPANY has
caused this instrument to be executed by its Chairman of
the Board and its President or a
12

Vice President, with their manual or facsimile
signatures, and its corporate seal, or a facsimile
thereof, to be impressed or imprinted hereon and the same
to be attested by its Secretary, or an Assistant
Secretary with his manual or facsimile signature.

Dated: THE DETROIT EDISON COMPANY

By .............................
Chairman of the Board

Attest: .............................
President

........................
Secretary

[FORM OF REVERSE OF BOND]

This bond is one of an authorized issue of bonds of
the Company, unlimited as to amount except as provided in
the Indenture hereinafter mentioned or any indentures
supplemental thereto, and is one of a series of General
and Refunding Mortgage Bonds known as Series KKP No. 9,
limited to an aggregate principal amount of $20,000,000,
except as otherwise provided in the Indenture hereinafter
mentioned. This bond and all other bonds of said series
are issued and to be issued under, and are all equally
and ratably secured (except insofar as any sinking,
amortization, improvement or analogous fund, established
in accordance with the provisions of the Indenture
hereinafter mentioned, may afford additional security for
the bonds of any particular series and except as provided
in Section 3 of Article VI of said Indenture) by an
Indenture, dated as of October 1, 1924, duly executed by
the Company to Bankers Trust Company, a corporation of
the State of New York, as Trustee, to which Indenture
and all indentures supplemental thereto (including the
Supplemental Indenture dated as of October 15, 1985)
reference is hereby made for a description of the
properties and franchises mortgaged and conveyed, the
nature and extent of the security, the terms and
conditions upon which the bonds are issued and under
which additional bonds may be issued, and the rights of
the holders of the bonds and of the Trustee in respect of
such security (which Indenture and all indentures
supplemental thereto, including the Supplemental
Indenture dated as of October 15, 1985, are hereinafter
collectively called the "Indenture"). As provided in the
Indenture, said bonds may be for various principal sums
and are issuable in series, which may mature at different
times, may bear interest at different rates and may
otherwise vary as in said Indenture provided. With the
consent of the Company and to the extent permitted by and
as provided in the Indenture, the rights and obligations
of the Company and of the holders of the bonds
and the terms and provisions of the Indenture, or of any
indenture supplemental thereto, may be modified or
altered in certain respects by affirmative vote of at
least eighty-five percent (85%) in amount of the bonds
then outstanding, and, if the rights of one or more, but
less than all, series of bonds then outstanding are to be
affected by the action proposed to be taken, then also by
affirmative vote of at least eighty-five percent (85%)
in amount of the series of bonds so to be affected
(excluding in every instance bonds disqualified from
voting by reason of the Company's interest therein as
specified in the Indenture); provided, however, that,
without the consent of the holder hereof, no such
modification or alteration shall, among other things,
affect the terms of payment of the principal of or the
interest on this bond, which in those respects is
unconditional.

The holders of the bonds of Series KKP No. 9, by
their acceptance of and holding thereof, consent and
agree that bonds of any series may be issued which
mature on a date or dates later than October 1, 2024 and
also consent to the deletion from the first paragraph of
Section 5 of Article II of the Indenture of the phrase
"but in no event later than October 1, 2024,". Such
holders further agree that (a) such consent shall, for
all purposes of Article XV of the Indenture and without
further action on the part
13

of such holders, be deemed the affirmative vote of such
holders at any meeting called pursuant to said Article XV
for the purpose of approving such deletion, and (b) such
deletion shall become effective at such time as not less
than eighty-five per cent (85%) in principal amount of
bonds outstanding under the Indenture shall have consented
thereto substantially in the manner set forth in Section 4
of Part II of the Supplemental Indenture dated as of
October 15, 1985, or in writing, or by affirmative vote
cast at a meeting called pursuant to said Article XV, or
by any combination thereof.

This bond is redeemable upon the terms and conditions
set forth in the Indenture, including provision for
redemption upon demand of the Monroe Trust Indenture
Trustee following the occurrence of an Event of Default
under the Monroe Trust Indenture and the acceleration of
the principal of the Monroe Revenue Bonds.

Under the Indenture, funds may be deposited with the
Trustee (which shall have become available for payment),
in advance of the redemption date of any of the bonds of
Series KKP No. 9 (or portions thereof), in trust for the
redemption of such bonds (or portions thereof) and the
interest due or to become due thereon, and thereupon all
obligations of the Company in respect of such bonds (or
portions thereof) so to be redeemed and such interest
shall cease and be discharged, and the holders thereof
shall thereafter be restricted exclusively to such funds
for any and all claims of whatsoever nature on their part
under the Indenture or with respect to such bonds (or
portions thereof) and interest.

In case an event of default, as defined in the
Indenture, shall occur, the principal of all the bonds
issued thereunder may become or be declared due and
payable, in the manner, with the effect and subject to
the conditions provided in the Indenture.

Upon payment of the principal of, or premium, if any,
or interest on, the Monroe Revenue Bonds, whether at
maturity or prior to maturity by redemption or otherwise
or upon provision for the payment thereof having been
made in accordance with Article IX of the Monroe Trust
Indenture, bonds of Series KKP No. 9 in a principal
amount equal to the principal amount of such Monroe
Revenue Bonds and having both a corresponding maturity
date and interest rate shall, to the extent of such
payment of principal, premium or interest, be deemed
fully paid and the obligation of the Company thereunder
to make such payment shall forthwith cease and be
discharged, and, in the case of the payment of principal
and premium, if any, such bonds of said series shall be
surrendered for cancellation or presented for appropriate
notation to the Trustee.

This bond is not assignable or transferable except as
may be required to effect a transfer to any successor
trustee under the Monroe Trust Indenture, or, subject to
compliance with applicable law, as may be involved in the
course of the exercise of rights and remedies consequent
upon an Event of Default under the Monroe Trust
Indenture. Any such transfer shall be made by the
registered holder hereof, in person or by his attorney
duly authorized in writing, on the books of the Company
kept at its office or agency in the Borough of Manhattan,
The City and State of New York, upon surrender and
cancellation of this bond, and thereupon, a new
registered bond of the same series of authorized
denominations for a like aggregate principal amount will
be issued to the transferee in exchange therefor, and
this bond with others in like form may in like manner be
exchanged for one or more new bonds of the same series of
other authorized denominations, but of the same aggregate
principal amount, all as provided and upon the terms and
conditions set forth in the Indenture, and upon payment,
in any event, of the charges prescribed in the Indenture.

No recourse shall be had for the payment of the
principal of or the interest on this bond, or for any
claim based hereon or otherwise in respect hereof or of
the Indenture, or of any indenture supplemental thereto,
against any incorporator, or against any past, present or
future stockholder, director or officer, as such, of the
Company, or of any predecessor or successor corporation,
either directly or through
14

the Company or any such predecessor or successor
corporation, whether for amounts unpaid on stock
subscriptions or by virtue of any constitution, statute
or rule of law, or by the enforcement of any assessment or
penalty or otherwise howsoever; all such liability being,
by the acceptance hereof and as part of the consideration
for the issue hereof, expressly waived and released by
every holder or owner hereof, as more fully provided in
the Indenture.

[FORM OF TRUSTEE'S CERTIFICATE]

FORM OF This bond is one of the bonds, of the series designated
TRUSTEE'S therein, described in the within-mentioned Indenture.
CERTIFICATE.
BANKERS TRUST COMPANY,
as Trustee

By ............................
Authorized Officer

PART II.
ADDITIONAL REAL ESTATE

AFTER ACQUIRED The Company, in order to secure the payment of the
PROPERTY BEING principal of, and interest on, the bonds now or hereafter
SPECIFICALLY issued under the Indenture according to their tenor and
SUBJECTED TO effect, has granted, bargained, sold, released, conveyed,
INDENTURE. assigned, transferred, pledged, set over and confirmed
and by these presents does grant, bargain, sell, release,
convey, assign, transfer, pledge, set over and confirm
unto Bankers Trust Company, as Trustee under the
Indenture, and to its successor or successors in said
trust, and to its and their assigns forever, all the
following described property:

All those certain tracts and parcels of land located as
noted in the following schedule and acquired by the
Company under the deeds therein set forth:

RECORDED IN LIBER OF
OFFICE OF MORTGAGES
REGISTER OF OR
PARCEL DEEDS FOR COUNTY
NO. NAME LOCATION COUNTY OF RECORDS PAGE
----- ---- -------- --------- --------- ----

941 AX Central Huron County Power Verona Township Huron 377 496
Plant Site
941 AY Central Huron County Power Verona Township Huron 376 090
Plant Site
941 AZ Central Huron County Power Verona Township Huron 381 389
Plant Site
934 AE Greenwood Energy Center Greenwood Township St. Clair 982 671
934 AF Greenwood Energy Center Greenwood Township St. Clair 982 671
922 S Enrico Fermi Power Plant Frenchtown Township Monroe 930 635
Addition
923 N Monroe Power Plant Addition Monroe Township Monroe 866 914
943 F Belle River Power Plant China Township St. Clair 1153 403
Addition
1043 Monroe Edison Club House Frenchtown Township Monroe 806 104
1033 AD Yukon-Saratoga Corridor Richmond Township Macomb 3722 465
1033 AE Yukon-Saratoga Corridor Richmond Township Macomb 3760 671
1033 AF Yukon-Saratoga Corridor Armada Township Macomb 3785 548
1033 AG Yukon-Saratoga Corridor Columbus Township St. Clair 1150 206
984 O Greenwood-Saratoga Corridor Kenockee Township St. Clair 992 568
904 I Genoa-North Corridor Genoa Township Livingston 707 447

ASSIGNMENT OF TOGETHER WITH all the tolls, incomes, revenues, rents,
INCOME, ETC. issues and profits of the above described properties and
of all properties mortgaged and conveyed by the Original
Indenture and by indentures supplemental thereto.

HABENDUM. TO HAVE AND TO HOLD, all the above described properties,
together with all properties, real, personal and mixed,
and securities mortgaged, pledged and conveyed by the
Company in and by the terms of the Original Indenture and
in the indentures supplemental thereto, or intended so to
be, unto the Trustee and its successor or successors in
said trust, and to its and their assigns forever.

IN TRUST IN TRUST NEVERTHELESS, upon the terms and trusts in the
NEVERTHELESS. Original Indenture and in the indentures supplemental
thereto, including this Supplemental Indenture, set
forth, for the equal and proportionate use, benefit and
security of all present and future holders of the bonds
and coupons issued and to be issued under the Original
Indenture and all indentures supplemental thereto,
including this Supplemental Indenture, and for the
enforcement of the payment of said bonds and coupons when
payable according to their tenor, purport and effect, and
to secure the performance of and compliance with the
covenants and conditions of said bonds and coupons and of
the Original Indenture and all indentures supplemental
thereto, including this Supplemental Indenture, without
preference, priority or distinction as to lien or
otherwise (except as otherwise provided in the Indenture)
of any one bond or coupon over any other bond or coupon,
or of the bonds or coupons of any series over the bonds
or coupons of any other series, by reason of priority in
the time of issue, sale or negotiation thereof or by
reason of the purpose of issue or otherwise howsoever.

PART III.
RECORDING AND FILING DATA

RECORDING AND The Original Indenture and indentures supplemental
FILING OF ORIGINAL thereto have been recorded and/or filed and Certificates
INDENTURE. of Provision for Payment have been recorded as
hereinafter set forth.

The Original Indenture has been recorded as a real
estate mortgage and filed as a chattel mortgage in the
offices of the respective Registers of Deeds of certain
counties in the State of Michigan as set forth in the
Supplemental Indenture dated as of September 1, 1947, has
been recorded as a real estate mortgage in the office of
the Register of Deeds of Genesee County, Michigan as
set forth in the Supplemental Indenture dated as of May
1, 1974, has been filed in the Office of the Secretary of
State of Michigan on November 16, 1951 and has been
filed and recorded in the office of the Interstate
Commerce Commission on December 8, 1969.

RECORDING AND Pursuant to the terms and provisions of the Original
FILING OF Indenture, indentures supplemental thereto heretofore
SUPPLEMENTAL entered into have been recorded as a real estate mortgage
INDENTURES. and/or filed as a chattel mortgage or as a financing
statement in the offices of the respective Registers of
Deeds of certain counties in the State of Michigan, the
Office of the Secretary of State of Michigan and
the Office of the Interstate Commerce Commission, as set
forth in supplemental indentures as follows:

RECORDED AND/OR
FILED AS SET FORTH IN
SUPPLEMENTAL PURPOSE OF SUPPLEMENTAL
INDENTURE SUPPLEMENTAL INDENTURE
DATED AS OF INDENTURE DATED AS OF:
----------- ------------ ---------------------

June 1, 1925(a)(b) . . . . . . . . Series B Bonds February 1, 1940
August 1, 1927(a)(b) . . . . . . . Series C Bonds February 1, 1940
February 1, 1931(a)(b) . . . . . . Series D Bonds February 1, 1940
June 1, 1931(a)(b) . . . . . . . . Subject Properties February 1, 1940
October 1, 1932(a)(b) . . . . . . Series E Bonds February 1, 1940
September 25, 1935(a)(b) . . . . . Series F Bonds February 1, 1940
September 1, 1936(a)(b) . . . . . Series G Bonds February 1, 1940
November 1, 1936(a)(b) . . . . . . Subject Properties February 1, 1940

16
14

RECORDED AND/OR
FILED AS SET FORTH IN
SUPPLEMENTAL PURPOSE OF SUPPLEMENTAL
INDENTURE SUPPLEMENTAL INDENTURE
DATED AS OF INDENTURE DATED AS OF:
----------- ------------ -------------------

February 1, 1940(a)(b) . . . . . . Subject Properties September 1, 1947
December 1, 1940(a)(b) . . . . . . Series H Bonds September 1, 1947
and Additional
Provisions
September 1, 1947(a)(b)(c) . . . . Series I Bonds, November 15, 1951
Subject Properties
and Additional
Provisions
March 1, 1950(a)(b)(c) . . . . . . Series J Bonds November 15, 1951
and Additional
Provisions
November 15, 1951 (a)(b)(c) . . . . Series K Bonds January 15, 1953
Additional
Provisions and
Subject
Properties
January 15, 1953(a)(b) . . . . . . Series L Bonds May 1, 1953
May 1, 1953(a) . . . . . . . . . . Series M Bonds March 15, 1954
and Subject
Properties
March 15, 1954(a)(c) . . . . . . . Series N Bonds May 15, 1955
and Subject
Properties
May 15, 1955(a)(c) . . . . . . . . Series O Bonds August 15, 1957
and Subject
Properties
August 15, 1957(a)(c) . . . . . . . Series P Bonds June 1, 1959
Additional
Provisions and
Subject
Properties
June 1, 1959(a)(c) . . . . . . . . Series Q Bonds December 1, 1966
and Subject
Properties
December 1, 1966(a)(c) . . . . . . Series R Bonds October 1, 1968
Additional
Provisions and
Subject
Properties
October 1, 1968(a)(c) . . . . . . Series S Bonds December 1, 1969
and Subject
Properties
December 1, 1969(a)(c) . . . . . . Series T Bonds July 1, 197O
and Subject
Properties
July 1, 1970(c) . . . . . . . . . Series U Bonds December 15, 1970
and Subject
Properties
December 15, 1970(c) . . . . . . . Series V and June 15, 1971
Series W Bonds
June 15, 1971 (c) . . . . . . . . Series X Bonds November 15, 1971
and Subject
Properties
November 15, 1971 (c) . . . . . . Series Y Bonds January 15, 1973
and Subject
Properties
January 15, 1973(c) . . . . . . . Series Z Bonds May 1, 1974
and Subject
Properties
May 1, 1974 . . . . . . . . . . . Series AA Bonds October 1, 1974
and Subject
Properties
October 1, 1974 . . . . . . . . . Series BB Bonds January 15, 1975
and Subject
Properties

RECORDED AND/OR
FILED AS SET FORTH IN
SUPPLEMENTAL PURPOSE OF SUPPLEMENTAL
INDENTURE SUPPLEMENTAL INDENTURE
DATED AS OF INDENTURE DATED AS OF:
----------- ------------ -------------------

January 15, 1975 . . . . . . . . . Series CC Bonds November 1, 1975
and Subject
Properties
November 1, 1975 . . . . . . . . . Series DDP Nos. December 15, 1975
1-9 Bonds and
Subject
Properties
December 15, 1975 . . . . . . . . Series EE Bonds February 1, 1976
and Subject
Properties
February 1, 1976 . . . . . . . . . Series FFR Nos. June 15, 1976
1-13 Bonds
June 15, 1976 . . . . . . . . . . Series GGP Nos. July 15, 1976
1-7 Bonds and
Subject
Properties
July 15, 1976 . . . . . . . . . . Series HH Bonds February 15, 1977
and Subject
Properties
February 15, 1977 . . . . . . . . Series MMP March 1, 1977
Bonds and
Subject
Properties
March 1, 1977 . . . . . . . . . . Series IIP Nos. June 15, 1977
1-7 Bonds,
Series JJP Nos.
1-7 Bonds,
Series KKP
Nos. 1-7 Bonds
and Series LLP
Nos. 1-7 Bonds
June 15, 1977 . . . . . . . . . . Series FFR No. July 1, 1977
14 Bonds and
Subject
Properties
July 1, 1977 . . . . . . . . . . . Series NNP Nos. October 1, 1977
1-7 Bonds and
Subject
Properties
October 1, 1977 . . . . . . . . . Series GGP Nos. June 1, 1978
8-22 Bonds and
Series OOP
Nos. 1-17
Bonds and
Subject
Properties
June 1, 1978 . . . . . . . . . . . Series PP Bonds, October 15, 1978
Series QQP
Nos. 1-9 Bonds
and Subject
Properties
October 15, 1978 . . . . . . . . . Series RR Bonds March 15, 1979
and Subject
Properties
March 15, 1979 . . . . . . . . . . Series SS Bonds July 1, 1979
and Subject
Properties
July 1, 1979 . . . . . . . . . . Series IIP Nos. September 1, 1979
8-22 Bonds,
Series NNP
Nos. 8-21
Bonds and
Series TTP
Nos. 1-15
Bonds and
Subject
Properties

RECORDED AND/OR
FILED AS SET FORTH IN
SUPPLEMENTAL PURPOSE OF SUPPLEMENTAL
INDENTURE SUPPLEMENTAL INDENTURE
DATED AS OF INDENTURE DATED AS OF:
----------- ------------ -------------------

September 1, 1979 . . . . . . . . Series JJP No. 8 September 15, 1979
Bonds, Series
KKP No. 8
Bonds, Series
LLP Nos. 8-15
Bonds, Series
MMP No. 2
Bonds and
Series OOP
No. 18 Bonds
and Subject
Properties
September 15, 1979 . . . . . . . . Series UU Bonds January 1, 1980
January 1, 1980 . . . . . . . . . 1980 Series A April 1, 1980
Bonds and
Subject
Properties
April 1, 1980 . . . . . . . . . . 1980 Series B August 15, 1980
Bonds
August 15, 1980 . . . . . . . . . Series QQP Nos. August 1, 1981
10-19 Bonds,
1980 Series CP
Nos. 1-12
Bonds and
1980 Series DP
No. 1-11 Bonds
and Subject
Properties
August 1, 1981 . . . . . . . . . . 1980 Series CP November 1, 1981
Nos. 13-25
Bonds and
Subject
Properties
November 1, 1981 . . . . . . . . . 1981 Series AP June 30, 1982
Nos. 1-12
Bonds
June 30, 1982 . . . . . . . . . . Article XIV August 15, 1982
Reconfirmation
August 15, 1982 . . . . . . . . . 1981 Series AP Nos. June 1, 1983
13-14 Bonds and
Subject Properties
June 1, 1983 . . . . . . . . . . 1981 Series AP October 1, 1984
Nos. 15-16 Bonds
and Subject
Properties
October 1, 1984 . . . . . . . . . 1984 Series AP and May 1, 1985
1984 Series BP
Bonds and
Subject Properties

May 1, 1985 . . . . . . . . . . 1985 Series A Bonds May 15, 1985
-------------------------

(a) See Supplemental Indenture dated as of July 1, 1970
for Interstate Commerce Commission filing and
recordation information.

(b) See Supplemental Indenture dated as of May 1, 1953
for Secretary of State of Michigan filing information.

Further, pursuant to the terms and provisions of the
Original Indenture, a Supplemental Indenture dated as of
May 15, 1985 providing for the terms of bonds to be issued
thereunder of 1985 Series B has heretofore been entered
into between the Company and the Trustee and has been
filed in the Office of the Secretary of State of Michigan
as a financing statement on May 30, 1985 (Filing No.
67215A), has been
19

filed and recorded in the Office of the Interstate
Commerce Commission (Recordation No. 5485-DDD), and has
been recorded as a real estate mortgage in the offices of
the respective Register of Deeds of certain counties in
the State of Michigan, as follows:

LIBER OF
MORTGAGES
OR COUNTY
COUNTY RECORDED RECORDS PAGE
------ -------- --------- ----

Genesee . . . . . . . . . . . . . . May 30, 1985 2266 391-411
Huron . . . . . . . . . . . . . . . May 30, 1985 461 44-64
Ingham . . . . . . . . . . . . . . . May 30, 1985 1511 1217-1237
Lapeer . . . . . . . . . . . . . . . May 30, 1985 567 711-731
Lenawee . . . . . . . . . . . . . . May 30, 1985 990 9-29
Livingston . . . . . . . . . . . . . May 30, 1985 1125 857-877
Macomb . . . . . . . . . . . . . . . May 30, 1985 3770 600-620
Mason . . . . . . . . . . . . . . . May 30, 1985 326 884-904
Monroe . . . . . . . . . . . . . . . May 30, 1985 930 702-722
Oakland . . . . . . . . . . . . . . May 30, 1985 8995 663-683
Sanilac . . . . . . . . . . . . . . May 30, 1985 377 71-91
St. Clair . . . . . . . . . . . . . May 30, 1985 827 177-197
Tuscola . . . . . . . . . . . . . . May 30, 1985 550 697-717
Washtenaw . . . . . . . . . . . . . May 30, 1985 1985 351-371
Wayne . . . . . . . . . . . . . . . May 30, 1985 22385 675-695

RECORDING OF All the bonds of Series A which were issued under the
CERTIFICATES Original Indenture dated as of October 1, 1924, and of
OF PROVISION Series B, C, D, E, F, G, H, I, J, K, L, M, N, O, W, BB,
FOR PAYMENT. CC, DDP Nos. 1-5, FFR Nos. 1-6, GGP Nos. 1-5 and 8-11,
IIP Nos. 1-4 and 8-9, JJP Nos. 1-4, KKP Nos. 1-4, LLP
Nos. 1-4 and 8-9, NNP Nos. 1-4 and 8-9, OOP Nos. 1-4, QQP
Nos. 1-3 and 10 and TTP No. 1-2 1980 Series A, 1980
Series CP No. 1, and 1980 Series DP No. 1 which were
issued under Supplemental Indentures dated as of,
respectively, June 1, 1925, August 1, 1927, February 1,
1931, October 1, 1932, September 25, 1935, September 1,
1936, December 1, 1940, September 1, 1947, November 15,
1951, January 15, 1953, May 1, 1953, March 15, 1954,
May 15, 1955, December 15, 1970, October 1, 1974,
January 15, 1975, November 1, 1975, February 1, 1976,
June 15, 1976, October 1, 1977, March 1, 1977, July 1,
1979, March 1, 1977, March 1, 1977, March 1, 1977,
September 1, 1979, July 1, 1977, July 1, 1979, October
1, 1977, June 1, 1978, October 1, 1977, July 1, 1979,
January 1, 1980 and August 15, 1980 have matured or have
been called for redemption and funds sufficient for such
payment or redemption have been irrevocably deposited
with the Trustee for that purpose; and Certificates of
Provision for Payment have been recorded in the offices
of the respective Registers of Deeds of certain counties
in the State of Michigan, with respect to all bonds of
Series A, B, C, D, E, F, G, H, K, L, M, O, W, BB, CC,
DDP Nos. 1 and 2, FFR Nos. 1-3, GGP Nos. 1 and 2, IIP No.
1, JJP No. 1, KKP No. 1, LLP No. 1 and GGP No. 8.

PART IV.
THE TRUSTEE.

TERMS AND The Trustee hereby accepts the trust hereby declared and
CONDITIONS OF provided, and agrees to perform the same upon the terms
ACCEPTANCE OF and conditions in the Original Indenture, as amended to
TRUST BY TRUSTEE. date and as supplemented by this Supplemental Indenture,
and in this Supplemental Indenture set forth, and upon
the following terms and conditions:

The Trustee shall not be responsible in any manner
whatsoever for and in respect of the validity or
sufficiency of this Supplemental Indenture or the due
execution hereof by the Company or for or in respect of
the recitals contained herein, all of which recitals are
made by the Company solely.
20
18

PART V.
MISCELLANEOUS.

EXECUTION IN This Supplemental Indenture may be simultaneously
COUNTERPARTS. executed in any number of counterparts, each of which
when so executed shall be deemed to be an original; but
such counterparts shall together constitute but one and
the same instrument.

TESTIMONIUM. IN WITNESS WHEREOF, The Detroit Edison Company and
Bankers Trust Company have caused these presents to be
signed in their respective corporate names by their
respective Chairmen of the Board, Presidents, Vice
Presidents, Assistant Vice Presidents or Treasurers and
impressed with their respective corporate seals, attested
by their respective Secretaries or Assistant Secretaries,
all as of the day and year first above written.

THE DETROIT EDISON COMPANY,

(Corporate Seal) By L.L. Loomans
-------------------------
L.L. Loomans
Treasurer

EXECUTION. Attest:

Kathryn L. Westman
----------------------------
Kathryn L. Westman
Secretary

Signed, sealed and delivered
by THE DETROIT EDISON COMPANY,
in the presence of

Elaine M. Godfrey
----------------------------
Elaine M. Godfrey

Janet A. Scullen
----------------------------
Janet A. Scullen

BANKERS TRUST COMPANY,

(Corporate Seal) Joan M. Morgan
---------------------------
Joan M. Morgan
Vice President
Attest:

Michele Stein
----------------------------
Michele Stein
Assistant Secretary

Signed, sealed and delivered
by BANKERS TRUST COMPANY, in
the presence of

Shirley R. West
----------------------------
Shirley R. West

Claudia Dillard
----------------------------
Claudia Dillard
21

STATE OF MICHIGAN ss.:
COUNTY OF WAYNE

ACKNOWLEDGMENT On this 30th day of October, 1985, before me, the
OF EXECUTION subscriber, a Notary Public within and for the County of
BY COMPANY. Wayne, in the State of Michigan, personally appeared
L.L. LOOMANS, to me personally known, who, being by me
duly sworn, did say that he resides at 2666 Danburv Lane,
Ann Arbor, Michigan 48103 and is the Treasurer of THE
DETROIT EDISON COMPANY, one of the corporations described
in and which executed the foregoing instrument; that he
knows the corporate seal of the said corporation and that
the seal affixed to said instrument is the corporate seal
of said corporation; and that said instrument was signed
and sealed in behalf of said corporation by authority of
its Board of Directors and that he subscribed his name
thereto by like authority; and said L.L. LOOMANS,
acknowledged said instrument to be the free act and deed
of said corporation.

(Notarial Seal) Janet A. Scullen
--------------------------------------
Janet A. Scullen
Notary Public, Macomb County, Michigan
My Commission Expires July 31, 1989
Acting in Wayne County, Michigan

STATE OF NEW YORK
COUNTY OF NEW YORK ss.:

ACKNOWLEDGMENT On this 28th day of October, 1985, before me, the
OF EXECUTION subscriber, a Notary Public within and for the County
BY TRUSTEE. of New York, in the State of New York, personally
appeared JOAN M. MORGAN, to me personally known, who,
being by me duly sworn, did say that she resides at 315
Hillcrest Road, Englewood, New Jersey 07631, and is a
Vice President of BANKERS TRUST COMPANY, one of the
corporations described in and which executed the
foregoing instrument; that she knows the corporate seal
of the said corporation and that the seal affixed to said
instrument is the corporate seal of said corporation; and
that said instrument was signed and sealed in behalf of
said corporation by authority of its Board of Directors
and that she subscribed her name thereto by like
authority; and said JOAN M. MORGAN acknowledged said
instrument to be the free act and deed of said
corporation.

(Notarial Seal) Louise G. Buckley
---------------------------------------
Louise G. Buckley
Notary Public, State of New York
No. 41-4742240
Qualified in Queens County
Certificate filed in New York County
Commission Expires March 30, 1987
22

STATE OF MICHIGAN ss.:
COUNTY OF WAYNE

AFFIDAVIT AS TO L.L. LOOMANS, being duly sworn, says: that he is
CONSIDERATION the Treasurer of THE DETROIT EDISON COMPANY, the
AND GOOD FAITH. Mortgagor named in the foregoing instrument, and that he
has knowledge of the facts in regard to the making of
said instrument and of the consideration therefor; that
the consideration for said instrument was and is actual
and adequate, and that the same was given in good faith
for the purposes in such instrument set forth.

L.L. Loomans
---------------------------------------
L.L. Loomans

Sworn to before me this 30th day of
October, 1985

Janet A. Scullen
---------------------------

Notary Public, Macomb County, Michigan
My Commission Expires July 31, 1989
Acting in Wayne County, Michigan

(Notarial Seal)

This instrument was drafted by Frances B. Rohlman,
Esq., 2000 Second Avenue, Detroit, Michigan 48226