Unassociated Document


    Exhibit
      10.1.6

    


    [Strategic
      Energy, LLC Logo]

    


    


    


    EXECUTIVE
      COMMITTEE

    LONG-TERM
      INCENTIVE PLAN

    January
      1, 2007

    


    OBJECTIVE

    The
      Strategic Energy LLC (SE) Long Term Incentive Plan (Plan) is designed to reward
      sustained value creation by providing competitive incentives for the achievement
      of long-term financial and operational performance goals.  By
      providing market-competitive target awards, the plan supports the attraction
      and
      retention of talent critical to achieving SE’s strategic business
      objectives.

    


    Eligible
      participants include executives as approved by the Compensation and development
      Committee (Committee) of the Board of Directors.

    


    TARGET
      AWARDS

    Award
      levels will be approved by the CEO and set forth as a percentage of the
      participant’s base salary at target.  The percentage will vary based
      upon organizational responsibilities and market-compilation based upon industry
      data.  Awards will be paid based upon performance.  The
      annual target award percentage of base salary is stated in the participant’s
      original offer or information change letter.  The target award will be
      granted 50% in performance shares and 50% in cash.  The number of
      performance shares will be determined at the date of the grant based upon the
      GPE stock price.  Dividends will accrue quarterly on the performance
      shares and will be paid at the end of the performance period in accordance
      with
      the number of performance shares earned, if any.

    


    PERFORMANCE
      GOALS

    The
      award
      payout under the Plan will be determined by the proposed goals in the attached
      Appendix I.  Performance at target will produce 100% of award and the
      level of such award can be increased or decreased (pro-rated) based upon
      performance.  The maximum award is 300% of target
      value.  Example:  If, in the plan period, one of four
      components gets to the 300% cumulative target, then 300% is paid on that one
      component.  If the other three components come in at target, then
      those three components pay out at 100% and the one component at
      300%.

    


    Total
      shareholder return is compared to an industry peer group of the Edison Electric
      Institute (EEI) index of electric companies, during a three-year measurement
      period.  At the end of the three-year measurement period, GPE will
      assess its total shareholder return compared to the EEI
      index.  Depending upon how GPE ranks, the payout percentages will be
      determined in accordance with the schedule indicated.  There will not
      be any payout for a negative return over the three-year performance
      period.

    


    Performance
      criteria are fixed for the duration of the three-year period and will only
      be
      changed upon the approval of the Committee.

     

    Page  1
      of 
3          

              Confidential
        & Proprietary   

    

    


    
      
         

      

      
         

        
          

        

      

      
         

      

    

    PLAN
      GUIDELINES

    
      	
              1.  

            	
              It
                is anticipated a new three-year plan will be instituted each year,
                with
                applicable payouts in the first quarter of the year following the
                conclusion of each three-year plan.

            


    

    
      	
              2.  

            	
              For
                calculation purposes, base salaries effective January 1st
                of the year
                of grant will be applied.

            


    

    
      	
              3.  

            	
              The
                award percentage of base salary is stated in the participant’s original
                offer or information change letter.

            


    

    
      	
              4.  

            	
              You
                must be on active payroll at the time of disbursement to be eligible
                for
                payment.

            


    

    
      	
              5.  

            	
              The
                50% cash incentive will be in cash, less applicable taxes and
                withholdings.

            


    

    
      	
              6.  

            	
              Following
                the end of the performance period, performance shares, as determined
                by
                the performance against the performance criteria at the end of the
                period,
                will be paid in shares of GPE common stock as determined by the Great
                Plains Energy Compensation and Development Committee.  Dividend
                equivalent units over the performance period will be figured on the
                final
                number of shares earned and will be paid in cash.  Approved
                awards will be paid to each participant as soon as practicable after
                the
                end of the performance period and after the Committee has certified
                the
                performance against the performance criteria.  The Company will
                be authorized to withhold the amount of withholding taxes due in
                respect
                of an award or payment and to take other actions as may be necessary
                in
                the opinion of the company to satisfy all obligations for the payment
                of
                taxes.  

            


    

    
      	
              7.  

            	
              Any
                eligible participant hired on or after July 1 of a plan year will
                be
                eligible for participation in the following year’s three-year
                plan.

            


    

    
      	
              8.  

            	
              For
                calculation purposes, each goal will have a maximum percentage payout
                as
                identified up to 300%.  Achievement of any goal below the
                minimum percentage will receive 0% payout.  Any goal attainment
                between the established minimum and maximum percentage payout will
                be
                pro-rated between each threshold.

            


    

    
      	
                  7.

            	
              The
                goals established for the plan period are fixed for the duration
                of the
                period and will only be changed by the
                Committee.

            


    

    
      	
                  8.

            	
              The
                Committee has the exclusive right to modify, change, or alter this
                Plan at
                any time.  This Plan will not be construed as an employment
                contract.

            


    

    


    


     

    



    
      
              

                  Page  2
            of 
3    
      

                  Confidential
            & Proprietary      
    

         

      

      
         

        
          

        

      

      
         

      

    


    


    [Strategic
      Energy, LLC Logo]

    


    


    


    


    LONG-TERM
      INCENTIVE OBJECTIVES - 2007

    APPENDIX
      I

    


    


    
      	
               

              Goal

               

            	
               

              %
                Allocation

               

            	
               

              Measures

               

            	
               

              Payout
                %

            
	
               

              Cumulative
                pre-tax net income

              ($
                millions)

               

               

            	
               

              25%

            	
               

              (1)

              (1)

              (1)

              (1)

               

            	
               

              50%

              100%

              200%

              300%

               

            
	
               

               

              Return
                on Invested Capital

               

               

            	
               

               

              25%

            	
               

              (1)

              (1)

              (1)

              (1)

            	
               

              50%

              100%

              200%

              300%

               

            
	
               

               

              Total
                Shareholder Return

            	
               

               

              25%

            	
               

              35th
                percentile

              50th
                percentile

              65th
                percentile

              81st
                percentile

            	
               

              50%

              100%

              150%

              200%

               

            
	
               

               

              MWhs
                under management by

              December
                31, 2009 ($ millions)

               

               

            	
               

              25%

            	
               

              (1)

              (1)

              (1)

              (1)

            	
               

              50%

              100%

              200%

              300%

            


    

    


    (1)  Confidential
      information

    


    As
      amended April 30, 2007.

    



    
      
              

                  Page 3 of
            3 
      

                  Confidential
            & Proprietary