ex10-1_5.htm


     

     

    Exhibit
      10.1.5

     

    [On
      Aquila, Inc. Letterhead]

     

    


    
      	
               

               

              Steven
                Helmers, Esq.

            	
              September
                28, 2007

               

              Mark
                English, Esq.

            
	
              Black
                Hills Corporation

            	
              Great
                Plains Energy Incorporated

            
	
              625
                Ninth Street

            	
              1201
                Walnut

            
	
              Rapid
                City, SD 57709

            	
              Kansas
                City, MO 64106

            


    

    


    
      	
              Re:

            	
              Partnership
                Interests Purchase Agreement and Asset Purchase Agreement (collectively,
                the "Agreements") by and among Aquila, Inc. ("Aquila"), Black Hills
                Corporation ("Black Hills"), Great Plains Energy Incorporated ("Great
                Plains") and Gregory Acquisition Corp.
                ("Gregory")

            


    

     

    Dear
      Steve and Mark:

     

    Under
      the
      terms of the Agreements, as modified by that certain letter dated as of June
      29,
      2007, Black Hills and Great Plains are to attach schedules setting forth
      Retained Agreements and Shared Agreements prior to October 1, 2007. We recognize
      that this deadline may be implausible and therefore propose extending the date
      set forth under section 2.2(1) and 8.5(d) of the Agreements to November 30,
      2007. Of course we will work to assist you in the identification
      process.

    


    If
      you
      are in agreement, please sign below on the attached signature page where
      indicated and return a copy of this letter to me by fax or e-mail.

    


    


    Very
      truly yours,

    


    AQUILA,
      INC.

    


    
      	 	
              By:        /s/
                Christopher M. Reitz

            
	 	 
	 	
              Name:  Christopher
                M. Reitz

            
	 	
              Title:     General
                Counse

            


    


    
      

    


    


     

     

    Signature
      Page to August 31, 2007 Letter Agreement

    


    


    ACKNOWLEDGED,
      CONSENTED TO, AND ACCEPTED BY:

    


    BLACK
      HILLS CORPORATION

    


    
      	
              By:

            	
              /s/
                Steven J. Helmers

            
	 	 
	
              Name:

            	
              Steven
                J. Helmers

            
	
              Title:

            	
              General
                Counsel

            


    

    


    


    GREAT
      PLAINS ENERGY INCORPORATED

    


    
      	
              By:

            	
              /s/
                Mark G. English

            
	 	 
	
              Name:

            	
              Mark
                G. English

            
	
              Title:

            	
              General
                Counsel and Assistant Secretary

            


    

    


    


    GREGORY
      ACQUISITION CORP.

    


    
      	
              By:

            	
              /s/
                Mark G. English

            
	 	 
	
              Name:

            	
              Mark
                G. English

            
	
              Title:

            	
              Secretary
                and Treasurer

            


    

    


    
 

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