##### Table of Contents



---

---

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 Quarter Ended March 31, 2001

|            |  |                                                                                                               |  |                   
|----------- |  | ------------------------------------------------------------------------------------------------------------- |  | ------------------
|            |  | Registrants; State of                                                                                        
|Commission  |  | Incorporation; Address; and                                                                                   |  | I.R.S. Employer   
|File Number |  | Telephone Number                                                                                              |  | Identification No.
|            |  |                                                                                                               |  |                   
|1-11607     |  | DTE Energy Company
(a Michigan corporation)
2000 2nd Avenue
Detroit, Michigan 48226-1279
313-235-4000         |  | 38-3217752        
|           
|           
|           
|           
|1-2198      |  | The Detroit Edison Company
(a Michigan corporation)
2000 2nd Avenue
Detroit, Michigan 48226-1279
313-235-8000 |  | 38-0478650        

Indicate by check mark whether the registrants (1) have 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
registrants were required to file such reports), and (2) have been subject to
such filing requirements for the past 90 days.                    Yes       
      No

At April 30, 2001, 135,803,708 shares of DTE Energys Common Stock,
substantially all held by non-affiliates, were outstanding.



---

---





---

TABLE OF CONTENTS



|                                                                                     |                                |                                                                                                 |  |  |  |  |  | 
|------------------------------------------------------------------------------------ | ------------------------------ | ----------------------------------------------------------------------------------------------- |  |  |  |  |  | 
|DEFINITIONS                                                                         
|QUARTERLY REPORT ON FORM 10-Q FOR DTE ENERGY COMPANY                                
|                                                                                     | PART I - FINANCIAL INFORMATION
|                                                                                     |                                | ITEM 1 - FINANCIAL STATEMENTS                                                                  
|                                                                                     |                                | ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
|                                                                                     |                                | ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.                           
|                                                                                     | PART II - OTHER INFORMATION   
|                                                                                     |                                | ITEM 5 - OTHER INFORMATION.                                                                    
|QUARTERLY REPORT ON FORM 10-Q FOR THE DETROIT EDISON COMPANY                        
|                                                                                     | PART I - FINANCIAL INFORMATION
|                                                                                     |                                | ITEM 1 - CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED).                              
|                                                                                     |                                | ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
|                                                                                     | PART II - OTHER INFORMATION   
|                                                                                     |                                | ITEM 1 - LEGAL PROCEEDINGS.                                                                    
|                                                                                     |                                | ITEM 5 - OTHER INFORMATION.                                                                    
|QUARTERLY REPORTS ON FORM 10-Q FOR DTE ENERGY COMPANY AND THE DETROIT EDISON COMPANY
|                                                                                     |                                | ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K.                                                     
|SIGNATURE PAGE TO DTE ENERGY COMPANY QUARTERLY REPORT ON FORM 10-Q                  
|SIGNATURES                                                                          
|Supplemental Indenture, dated March 15, 2001                                        
|First Supplemental Indenture, dated April 9, 2001                                   
|Second Supplemental Indenture, dated April 9, 2001                                  
|Third Supplemental Indenture, dated April 9, 2001                                   
|Executive Vehicle Plan                                                              
|Securitization Property Sale Agreement, 03/09/01                                    
|2001 Stock Incentive Plan                                                           
|Annual Incentive Plan                                                               
|Basic and Diluted Earnings Per Share of Common Stk                                  
|Computation of Ratio of Earnings to Fixed Charges                                   
|Computation of Ratio of Earnings to Fixed Charges                                   
|Awareness Letter of Deloitte & Touche LLP                                           
|Assignment and Assumption Agreement, April 9, 2001                                  
|Inter-Creditor Agreement, dated March 9, 2001                                       
|Amendment to Trade Receivables Purchase and Sale                                    
|Amended and Restated Trade Receivables Purchase                                     



---



##### Table of Contents



DTE ENERGY COMPANY
and
THE DETROIT EDISON COMPANY
FORM 10-Q
For The Quarter Ended March 31, 2001

This document contains the Quarterly Reports on Form 10-Q for the quarter ended
March 31, 2001 for each of DTE Energy Company and The Detroit Edison Company.
Information contained herein relating to an individual registrant is filed by
such registrant on its own behalf. Accordingly, except for its subsidiaries,
The Detroit Edison Company makes no representation as to information relating
to any other companies affiliated with DTE Energy Company.

TABLE OF CONTENTS

|                                                                                      |  |           |                                                                                                |  |      |    | 
|------------------------------------------------------------------------------------- |  | --------- | ---------------------------------------------------------------------------------------------- |  | ---- | -- | 
|                                                                                      |  |           |                                                                                                |  | Page |   
|                                                                                      |  |           |                                                                                                |  |      |   
|Definitions                                                                           |  |           | 3                                                                                              | 
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|Quarterly Report on Form 10-Q for DTE Energy Company:                                
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                      |  | Part I   | Financial Information                                                                          |  |      | 4  | 
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                      |  |           | Item 1  Financial Statements                                                                  |  |      | 4  | 
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                      |  |           | Item 2  Managements Discussion and Analysis of Financial
Condition and Results of Operations |  |      | 25 | 
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                      |  |           | Item 3  Quantitative and Qualitative Disclosures About Market Risk                            |  |      | 30 | 
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                      |  | Part II  | Other Information                                                                              |  |      | 31 | 
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                      |  |           | Item 5  Other Information                                                                     |  |      | 31 | 
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|Quarterly Report on Form 10-Q for The Detroit Edison Company:                        
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                      |  | Part I   | Financial Information                                                                          |  |      | 32 | 
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                      |  |           | Item 1  Financial Statements                                                                  |  |      | 32 | 
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                      |  |           | Item 2  Managements Discussion and Analysis of Financial
Condition and Results of Operations |  |      | 32 | 
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                      |  | Part II  | Other Information                                                                              |  |      | 32 | 
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                      |  |           | Item 1  Legal Proceedings                                                                     |  |      | 32 | 
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                      |  |           | Item 5  Other Information                                                                     |  |      | 32 | 
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|Quarterly Reports on Form 10-Q for DTE Energy Company and The Detroit
Edison Company:
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                      |  |           | Item 6  Exhibits and Reports on Form 8-K                                                      |  |      | 33 | 
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|Signature Page to DTE Energy Company Quarterly Report on Form 10-Q                    |  |           | 41                                                                                             | 
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|Signature Page to The Detroit Edison Company Quarterly Report on Form 10-Q            |  |           | 42                                                                                             | 

2



---



##### Table of Contents








|                    |  |                                                                                                                                                                                                                                                         
|------------------- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Annual Report       |  | 2000 Annual Report to the Securities and Exchange Commission on Form 10-K for DTE Energy Company or The
Detroit Edison Company, as the case may be                                                                                                      
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|Annual Report Notes |  | Notes to Consolidated Financial Statements appearing on pages 41 through 71 and 76 through 78 of the
2000 Annual Report to the Securities and Exchange Commission on Form 10-K for DTE Energy Company and The
Detroit Edison Company, as the case may be
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|ABATE               |  | Association of Businesses Advocating Tariff Equity                                                                                                                                                                                                      
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|Company             |  | DTE Energy Company and Subsidiary Companies                                                                                                                                                                                                             
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|Detroit Edison      |  | The Detroit Edison Company (a wholly owned subsidiary of DTE Energy Company) and Subsidiary Companies                                                                                                                                                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|DTE Capital         |  | DTE Capital Corporation (a wholly owned subsidiary of DTE Energy Company)                                                                                                                                                                               
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|Electric Choice     |  | Electric customer access to competitive generation resources                                                                                                                                                                                            
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|EPA                 |  | United States Environmental Protection Agency                                                                                                                                                                                                           
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|FERC                |  | Federal Energy Regulatory Commission                                                                                                                                                                                                                    
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|kWh                 |  | Kilowatthour                                                                                                                                                                                                                                            
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|MCN                 |  | MCN Energy Group Inc.                                                                                                                                                                                                                                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|MPSC                |  | Michigan Public Service Commission                                                                                                                                                                                                                      
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|MW                  |  | Megawatt                                                                                                                                                                                                                                                
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|MWh                 |  | Megawatthour                                                                                                                                                                                                                                            
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|Note(s)             |  | Note(s) to Condensed Consolidated Financial
Statements (Unaudited) appearing herein                                                                                                                                                                     
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|PSCR                |  | Power Supply Cost Recovery                                                                                                                                                                                                                              
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|Registrant          |  | Company or Detroit Edison, as the case may be                                                                                                                                                                                                           

3



---



##### Table of Contents














Item 1  Condensed Consolidated Financial Statements (Unaudited).

The following condensed consolidated financial statements (unaudited) are
included herein.

|                                                                 |                                                                     |  |      |    | 
|---------------------------------------------------------------- | ------------------------------------------------------------------- |  | ---- | -- | 
|                                                                 |                                                                     |  | Page |   
|DTE Energy Company:                                             
|                                                                
|                                                                
|                                                                
|                                                                
|                                                                 | Condensed Consolidated Statement of Income                          |  |      | 5  | 
|                                                                
|                                                                
|                                                                
|                                                                
|                                                                 | Condensed Consolidated Balance Sheet                                |  |      | 6  | 
|                                                                
|                                                                
|                                                                
|                                                                
|                                                                 | Condensed Consolidated Statement of Cash Flows                      |  |      | 8  | 
|                                                                
|                                                                
|                                                                
|                                                                
|                                                                 | Condensed Consolidated Statement of Changes in Shareholders Equity |  |      | 9  | 
|                                                                
|                                                                
|                                                                
|                                                                
|The Detroit Edison Company:                                     
|                                                                
|                                                                
|                                                                
|                                                                
|                                                                 | Condensed Consolidated Statement of Income                          |  |      | 11 | 
|                                                                
|                                                                
|                                                                
|                                                                
|                                                                 | Condensed Consolidated Balance Sheet                                |  |      | 12 | 
|                                                                
|                                                                
|                                                                
|                                                                
|                                                                 | Condensed Consolidated Statement of Cash Flows                      |  |      | 14 | 
|                                                                
|                                                                
|                                                                
|                                                                
|                                                                 | Condensed Consolidated Statement of Changes in Shareholders Equity |  |      | 15 | 
|                                                                
|                                                                
|                                                                
|                                                                
|Notes to Condensed Consolidated Financial Statements (Unaudited) |                                                                     |  | 16   |   
|                                                                
|                                                                
|                                                                
|                                                                
|Independent Accountants Report                                  |                                                                     |  | 24   |   



|Note: |  | Detroit Edisons Condensed Consolidated Financial Statements are presented here for ease of reference and are not considered to be part of
Item I of the Companys report.
|----- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------

4



---



##### Table of Contents



DTE Energy Company
Condensed Consolidated Statement of Income (Unaudited)
(Millions, Except Per Share Amounts; Shares in Thousands)

|                                               |                                             |                                  |                         |         |                    |      |       |         |     |      | 
|---------------------------------------------- | ------------------------------------------- | -------------------------------- | ----------------------- | ------- | ------------------ | ---- | ----- | ------- | --- | ---- | 
|                                               |                                             |                                  |                         |         | Three Months Ended |     
|                                               |                                             |                                  |                         |         | March 31           |     
|                                               |                                             |                                  |                         |         |                    |     
|                                               |                                             |                                  |                         |         | 2001               |      |       | 2000    |    
|                                               |                                             |                                  |                         |         |                    |      |       |         |    
|Operating Revenues                             |                                             | $                                | 1,842                   |         |                    | $    | 1,182 |        
|                                               |                                             |                                  |                         |         |                    |     
|Operating Expenses                            
|                                              
|                                              
|                                              
|                                              
|                                               | Fuel and purchased power                    |                                  |                         | 948     |                    |      |       | 344     |    
|                                              
|                                              
|                                              
|                                              
|                                               | Operation and maintenance                   |                                  |                         | 385     |                    |      |       | 355     |    
|                                              
|                                              
|                                              
|                                              
|                                               | Depreciation and amortization               |                                  |                         | 184     |                    |      |       | 192     |    
|                                              
|                                              
|                                              
|                                              
|                                               | Taxes other than income                     |                                  |                         | 81      |                    |      |       | 76      |    
|                                               |                                             |                                  |                         |         |                    |     
|                                               |                                             | Total Operating Expenses         |                         |         | 1,598              |      |       |         | 967 |     
|                                               |                                             |                                  |                         |         |                    |     
|Operating Income                               |                                             |                                  | 244                     |         |                    |      | 215   |        
|                                               |                                             |                                  |                         |         |                    |     
|Interest Expense and Other                    
|                                              
|                                              
|                                              
|                                              
|                                               | Interest expense                            |                                  |                         | 91      |                    |      |       | 83      |    
|                                              
|                                              
|                                              
|                                              
|                                               | Other  net                                 |                                  |                         | (1      | )                  |      |       | 2       |    
|                                               |                                             |                                  |                         |         |                    |     
|                                               |                                             | Total Interest Expense and Other |                         |         | 90                 |      |       |         | 85  |     
|                                               |                                             |                                  |                         |         |                    |     
|Income Before Income Taxes                     |                                             |                                  | 154                     |         |                    |      | 130   |        
|                                              
|                                              
|                                              
|                                              
|Income Taxes                                   |                                             |                                  | 19                      |         |                    |      | 13    |        
|                                               |                                             |                                  |                         |         |                    |     
|Income Before Cumulative Effect of a Change in
|                                              
|                                              
|                                              
|                                              
|                                               | Accounting Principle                        |                                  |                         | 135     |                    |      |       | 117     |    
|                                              
|                                              
|                                              
|                                              
|Cumulative Effect of a Change in Accounting   
|                                              
|                                              
|                                              
|                                              
|                                               | Principle, Net of Tax                       |                                  |                         | 3       |                    |      |       |        |    
|                                               |                                             |                                  |                         |         |                    |     
|Net Income                                     |                                             | $                                | 138                     |         |                    | $    | 117   |        
|                                               |                                             |                                  |                         |         |                    |     
|Basic Earnings per Common Share:              
|                                              
|                                              
|                                              
|                                              
|                                               | Income Before Cumulative Effect of a Change
|                                              
|                                              
|                                              
|                                              
|                                               |                                             |                                  | In Accounting Principle |         | $                  | 0.96 |       |         | $   | 0.81 | 
|                                              
|                                              
|                                              
|                                              
|                                               | Cumulative Effect of a Change in Accounting
|                                              
|                                              
|                                              
|                                              
|                                               |                                             |                                  | Principle               |         |                    | 0.02 |       |         |     |     | 
|                                               |                                             |                                  |                         |         |                    |     
|                                               | Net Income                                  |                                  | $                       | 0.98    |                    |      | $     | 0.81    |    
|                                               |                                             |                                  |                         |         |                    |     
|                                               | Weighted Average Common Shares  basic      |                                  |                         | 141,872 |                    |      |       | 144,508 |    
|                                              
|                                              
|                                              
|                                              
|Diluted Earnings per Common Share:            
|                                              
|                                              
|                                              
|                                              
|                                               | Income Before Cumulative Effect of a Change
|                                              
|                                              
|                                              
|                                              
|                                               |                                             |                                  | In Accounting Principle |         | $                  | 0.95 |       |         | $   | 0.81 | 
|                                              
|                                              
|                                              
|                                              
|                                               | Cumulative Effect of a Change in Accounting
|                                              
|                                              
|                                              
|                                              
|                                               |                                             |                                  | Principle               |         |                    | 0.02 |       |         |     |     | 
|                                               |                                             |                                  |                         |         |                    |     
|                                               | Net Income                                  |                                  | $                       | 0.97    |                    |      | $     | 0.81    |    
|                                               |                                             |                                  |                         |         |                    |     
|                                               | Weighted Average Common Shares  diluted    |                                  |                         | 142,197 |                    |      |       | 144,535 |    

See Notes to Condensed Consolidated Financial Statements (Unaudited).

5



---



##### Table of Contents



DTE Energy Company
Condensed Consolidated Balance Sheet (Unaudited)
(Millions, Except Shares)

|                                               |                                        |                                                        |        |          |     |   |             |        |     | 
|---------------------------------------------- | -------------------------------------- | ------------------------------------------------------ | ------ | -------- | --- | - | ----------- | ------ | --- | 
|                                               |                                        |                                                        |        | March 31 |     |   | December 31 |       
|                                               |                                        |                                                        |        | 2001     |     |   | 2000        |       
|                                               |                                        |                                                        |        |          |     |   |             |       
|ASSETS                                        
|                                              
|                                              
|                                              
|                                              
|Current Assets                                
|                                              
|                                              
|                                              
|                                              
|                                               | Cash and cash equivalents              |                                                        | $      | 987      |     |   | $           | 64     |    
|                                              
|                                              
|                                              
|                                              
|                                               | Restricted cash                        |                                                        |        | 92       |     |   |             | 88     |    
|                                              
|                                              
|                                              
|                                              
|                                               | Accounts receivable                    |                                                        |        |          |     |   |             |        |    
|                                              
|                                              
|                                              
|                                              
|                                               |                                        | Customer (less allowance for doubtful
accounts of $21) |        |          | 519 |   |             |        | 510 | 
|                                              
|                                              
|                                              
|                                              
|                                               |                                        | Accrued unbilled revenues                              |        |          | 182 |   |             |        | 188 | 
|                                              
|                                              
|                                              
|                                              
|                                               |                                        | Other                                                  |        |          | 90  |   |             |        | 140 | 
|                                              
|                                              
|                                              
|                                              
|                                               | Inventories (at average cost)          |                                                        |        |          |     |   |             |        |    
|                                              
|                                              
|                                              
|                                              
|                                               |                                        | Fuel                                                   |        |          | 163 |   |             |        | 193 | 
|                                              
|                                              
|                                              
|                                              
|                                               |                                        | Materials and supplies                                 |        |          | 143 |   |             |        | 142 | 
|                                              
|                                              
|                                              
|                                              
|                                               | Assets from risk management activities |                                                        |        | 260      |     |   |             | 289    |    
|                                              
|                                              
|                                              
|                                              
|                                               | Other                                  |                                                        |        | 117      |     |   |             | 38     |    
|                                               |                                        |                                                        |        |          |     |  
|                                               |                                        |                                                        | 2,553  |          |     |   | 1,652       |       
|                                               |                                        |                                                        |        |          |     |  
|Investments                                   
|                                              
|                                              
|                                              
|                                              
|                                               | Nuclear decommissioning trust funds    |                                                        |        | 382      |     |   |             | 398    |    
|                                              
|                                              
|                                              
|                                              
|                                               | Other                                  |                                                        |        | 259      |     |   |             | 269    |    
|                                               |                                        |                                                        |        |          |     |  
|                                               |                                        |                                                        | 641    |          |     |   | 667         |       
|                                               |                                        |                                                        |        |          |     |  
|Property                                      
|                                              
|                                              
|                                              
|                                              
|                                               | Property, plant and equipment          |                                                        |        | 12,382   |     |   |             | 12,179 |    
|                                              
|                                              
|                                              
|                                              
|                                               | Property under capital leases          |                                                        |        | 221      |     |   |             | 221    |    
|                                              
|                                              
|                                              
|                                              
|                                               | Nuclear fuel under capital lease       |                                                        |        | 713      |     |   |             | 705    |    
|                                              
|                                              
|                                              
|                                              
|                                               | Construction work in progress          |                                                        |        | 106      |     |   |             | 57     |    
|                                               |                                        |                                                        |        |          |     |  
|                                               |                                        |                                                        | 13,422 |          |     |   | 13,162      |       
|                                               |                                        |                                                        |        |          |     |  
|Less accumulated depreciation and amortization |                                        |                                                        | 5,845  |          |     |   | 5,775       |       
|                                               |                                        |                                                        |        |          |     |  
|                                               |                                        |                                                        | 7,577  |          |     |   | 7,387       |       
|                                               |                                        |                                                        |        |          |     |  
|Regulatory Assets                              |                                        |                                                        | 1,137  |          |     |   | 2,686       |       
|                                               |                                        |                                                        |        |          |     |  
|Securitized Regulatory Assets (Note 3)         |                                        |                                                        | 1,719  |          |     |   |            |       
|                                               |                                        |                                                        |        |          |     |  
|Other Assets                                   |                                        |                                                        | 255    |          |     |   | 270         |       
|                                               |                                        |                                                        |        |          |     |  
|Total Assets                                   |                                        | $                                                      | 13,882 |          |     | $ | 12,662      |       
|                                               |                                        |                                                        |        |          |     |  

See Notes to Condensed Consolidated Financial Statements (Unaudited).

6



---



##### Table of Contents



|                                           |                                                                                                                                  |   |          |       |   |             |        |       | 
|------------------------------------------ | -------------------------------------------------------------------------------------------------------------------------------- | - | -------- | ----- | - | ----------- | ------ | ----- | 
|                                           |                                                                                                                                  |   | March 31 |       |   | December 31 |       
|                                           |                                                                                                                                  |   | 2001     |       |   | 2000        |       
|                                           |                                                                                                                                  |   |          |       |   |             |       
|LIABILITIES AND SHAREHOLDERS EQUITY      
|                                          
|                                          
|                                          
|                                          
|Current Liabilities                       
|                                          
|                                          
|                                          
|                                          
|                                           | Accounts payable                                                                                                                 |   | $        | 384   |   |             | $      | 404   | 
|                                          
|                                          
|                                          
|                                          
|                                           | Accrued interest                                                                                                                 |   |          | 72    |   |             |        | 59    | 
|                                          
|                                          
|                                          
|                                          
|                                           | Dividends payable                                                                                                                |   |          | 73    |   |             |        | 73    | 
|                                          
|                                          
|                                          
|                                          
|                                           | Accrued payroll                                                                                                                  |   |          | 90    |   |             |        | 103   | 
|                                          
|                                          
|                                          
|                                          
|                                           | Short-term borrowings                                                                                                            |   |          | 35    |   |             |        | 503   | 
|                                          
|                                          
|                                          
|                                          
|                                           | Income taxes                                                                                                                     |   |          | 77    |   |             |        | 97    | 
|                                          
|                                          
|                                          
|                                          
|                                           | Current portion long-term debt                                                                                                   |   |          | 417   |   |             |        | 256   | 
|                                          
|                                          
|                                          
|                                          
|                                           | Current portion capital leases                                                                                                   |   |          | 38    |   |             |        | 41    | 
|                                          
|                                          
|                                          
|                                          
|                                           | Liabilities from risk management activities                                                                                      |   |          | 221   |   |             |        | 280   | 
|                                          
|                                          
|                                          
|                                          
|                                           | Liabilities from hedging activities                                                                                              |   |          | 103   |   |             |        |      | 
|                                          
|                                          
|                                          
|                                          
|                                           | Other                                                                                                                            |   |          | 265   |   |             |        | 218   | 
|                                           |                                                                                                                                  |   |          |       |   |            
|                                           |                                                                                                                                  |   | 1,775    |       |   |             | 2,034  |      
|                                           |                                                                                                                                  |   |          |       |   |            
|Other Liabilities                         
|                                          
|                                          
|                                          
|                                          
|                                           | Deferred income taxes                                                                                                            |   |          | 1,867 |   |             |        | 1,801 | 
|                                          
|                                          
|                                          
|                                          
|                                           | Capital leases                                                                                                                   |   |          | 146   |   |             |        | 145   | 
|                                          
|                                          
|                                          
|                                          
|                                           | Regulatory liabilities                                                                                                           |   |          | 181   |   |             |        | 185   | 
|                                          
|                                          
|                                          
|                                          
|                                           | Other                                                                                                                            |   |          | 752   |   |             |        | 588   | 
|                                           |                                                                                                                                  |   |          |       |   |            
|                                           |                                                                                                                                  |   | 2,946    |       |   |             | 2,719  |      
|                                           |                                                                                                                                  |   |          |       |   |            
|Long-Term Debt                             |                                                                                                                                  |   | 5,316    |       |   |             | 3,894  |      
|                                           |                                                                                                                                  |   |          |       |   |            
|Shareholders Equity                      
|                                          
|                                          
|                                          
|                                          
|                                           | Common stock, without par value, 400,000,000 shares
authorized, 138,151,908 and 142,651,172 issued
and outstanding, respectively |   |          | 1,857 |   |             |        | 1,918 | 
|                                          
|                                          
|                                          
|                                          
|                                           | Accumulated other comprehensive loss                                                                                             |   |          | (61   | ) |             |        |      | 
|                                          
|                                          
|                                          
|                                          
|                                           | Retained earnings                                                                                                                |   |          | 2,049 |   |             |        | 2,097 | 
|                                           |                                                                                                                                  |   |          |       |   |            
|                                           |                                                                                                                                  |   | 3,845    |       |   |             | 4,015  |      
|                                           |                                                                                                                                  |   |          |       |   |            
|Total Liabilities and Shareholders Equity |                                                                                                                                  | $ | 13,882   |       |   | $           | 12,662 |      
|                                           |                                                                                                                                  |   |          |       |   |            

See Notes to Condensed Consolidated Financial Statements (Unaudited).

7



---



##### Table of Contents



DTE Energy Company
Condensed Consolidated Statement of Cash Flows (Unaudited)
(Millions)

|                                                     |                                                                            |                                               |                     |       |                    |      |    |      |      |      |  
|---------------------------------------------------- | -------------------------------------------------------------------------- | --------------------------------------------- | ------------------- | ----- | ------------------ | ---- | -- | ---- | ---- | ---- | -
|                                                     |                                                                            |                                               |                     |       | Three Months Ended |     
|                                                     |                                                                            |                                               |                     |       | March 31           |     
|                                                     |                                                                            |                                               |                     |       |                    |     
|                                                     |                                                                            |                                               |                     |       | 2001               |      |    | 2000 |     
|                                                     |                                                                            |                                               |                     |       |                    |      |    |      |     
|Operating Activities                                
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Net Income                                                                 |                                               | $                   | 138   |                    |      | $  | 117  |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Adjustments to reconcile net income to net cash from operating activities:
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     |                                                                            | Depreciation and amortization                 |                     |       | 184                |      |    |      | 192  |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     |                                                                            | Other                                         |                     |       | (40                | )    |    |      | 22   |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     |                                                                            | Changes in current assets and liabilities:   
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     |                                                                            |                                               | Restricted cash     |       |                    | 19   |    |      |      | 2    |  
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     |                                                                            |                                               | Accounts receivable |       |                    | 47   |    |      |      | 44   |  
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     |                                                                            |                                               | Inventories         |       |                    | 29   |    |      |      | 18   |  
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     |                                                                            |                                               | Payables            |       |                    | (20  | )  |      |      | (63  | )
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     |                                                                            |                                               | Other               |       |                    | (120 | )  |      |      | (148 | )
|                                                     |                                                                            |                                               |                     |       |                    |     
|                                                     |                                                                            | Net cash from operating activities            |                     |       | 237                |      |    |      | 184  |     
|                                                     |                                                                            |                                               |                     |       |                    |     
|Investing Activities                                
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Plant and equipment expenditures                                           |                                               |                     | (172  | )                  |      |    | (176 | )   
|                                                     |                                                                            |                                               |                     |       |                    |      |   
|                                                     |                                                                            | Net cash used for investing activities        |                     |       | (172               | )    |    |      | (176 | )   
|                                                     |                                                                            |                                               |                     |       |                    |      |   
|Financing Activities                                
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Issuance of long-term debt                                                 |                                               |                     | 1,750 |                    |      |    | 219  |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Increase (decrease) in short-term borrowings                               |                                               |                     | (468  | )                  |      |    | 114  |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Increase in restricted cash for debt redemptions                           |                                               |                     | (15   | )                  |      |    |     |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Redemption of long-term debt                                               |                                               |                     | (168  | )                  |      |    | (212 | )   
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Repurchase of common stock                                                 |                                               |                     | (168  | )                  |      |    | (62  | )   
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Dividends on common stock                                                  |                                               |                     | (73   | )                  |      |    | (75  | )   
|                                                     |                                                                            |                                               |                     |       |                    |      |   
|                                                     |                                                                            | Net cash from (used for) financing activities |                     |       | 858                |      |    |      | (16  | )   
|                                                     |                                                                            |                                               |                     |       |                    |      |   
|Net Increase (Decrease) in Cash and Cash Equivalents |                                                                            |                                               | 923                 |       |                    |      | (8 | )   
|                                                    
|                                                    
|                                                    
|                                                    
|Cash and Cash Equivalents at Beginning of the Period |                                                                            |                                               | 64                  |       |                    |      | 33 |     
|                                                     |                                                                            |                                               |                     |       |                    |      |   
|Cash and Cash Equivalents at End of the Period       |                                                                            | $                                             | 987                 |       |                    | $    | 25 |     
|                                                     |                                                                            |                                               |                     |       |                    |      |   
|Supplementary Cash Flow Information                 
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Interest paid (excluding interest capitalized)                             |                                               | $                   | 78    |                    |      | $  | 91   |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Income taxes paid                                                          |                                               |                     | 22    |                    |      |    | 14   |     
|                                                    
|                                                    
|                                                    
|                                                    
|Noncash Investing and Financing Activities          
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Acquisition of assets by assuming liabilities                              |                                               |                     | 87    |                    |      |    |     |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | New capital lease obligations                                              |                                               |                     | 8     |                    |      |    | 40   |     

See Notes to Condensed Consolidated Financial Statements (Unaudited).

8



---



##### Table of Contents



DTE Energy Company
Condensed Consolidated Statement of Changes in Shareholders Equity (Unaudited)
(Millions, Except Per Share Amounts; Shares in Thousands)

|                                                          |                                                       |                                                           |                                                                                                                                       |         |        |   |       |        |     |     |  
|--------------------------------------------------------- | ----------------------------------------------------- | --------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------- | ------- | ------ | - | ----- | ------ | --- | --- | -
|                                                          |                                                       |                                                           |                                                                                                                                       |         | 2001   |  
|                                                          |                                                       |                                                           |                                                                                                                                       |         |        |  
|                                                          |                                                       |                                                           |                                                                                                                                       |         | Shares |   |       | Amount |    
|                                                          |                                                       |                                                           |                                                                                                                                       |         |        |   |       |        |    
|Common Stock                                             
|                                                         
|                                                         
|                                                         
|                                                         
|                                                          | Balance at beginning of year                          |                                                           |                                                                                                                                       | 142,651 |        |   | $     | 1,918  |    
|                                                         
|                                                         
|                                                         
|                                                         
|                                                          | Repurchase and retirement of common stock             |                                                           |                                                                                                                                       | (4,499  | )      |   |       | (61    | )  
|                                                          |                                                       |                                                           |                                                                                                                                       |         |        |  
|                                                          | Balance at March 31, 2001                             |                                                           |                                                                                                                                       | 138,152 |        |   | $     | 1,857  |    
|                                                          |                                                       |                                                           |                                                                                                                                       |         |        |   |      
|Accumulated Other Comprehensive Loss                     
|                                                         
|                                                         
|                                                         
|                                                         
|Net Unrealized Losses on Derivatives Qualified as Hedges:
|                                                         
|                                                         
|                                                         
|                                                         
|                                                          | Balance at beginning of year                          |                                                           |                                                                                                                                       |         |        |   | $     |       |    
|                                                         
|                                                         
|                                                         
|                                                         
|                                                          | Net change in unrealized gains and losses (a)         |                                                           |                                                                                                                                       |         |        |   |       | (61    | )  
|                                                          |                                                       |                                                           |                                                                                                                                       |         |        |   |      
|                                                          | Balance at March 31, 2001                             |                                                           |                                                                                                                                       |         |        |   | $     | (61    | )  
|                                                          |                                                       |                                                           |                                                                                                                                       |         |        |   |      
|Retained Earnings                                        
|                                                         
|                                                         
|                                                         
|                                                         
|                                                          | Balance at beginning of year                          |                                                           |                                                                                                                                       |         |        |   | $     | 2,097  |    
|                                                         
|                                                         
|                                                         
|                                                         
|                                                          | Net income                                            |                                                           |                                                                                                                                       |         |        |   |       | 138    |    
|                                                         
|                                                         
|                                                         
|                                                         
|                                                          | Dividends declared on common stock ($0.515 per share) |                                                           |                                                                                                                                       |         |        |   |       | (73    | )  
|                                                         
|                                                         
|                                                         
|                                                         
|                                                          | Repurchase and retirement of common stock             |                                                           |                                                                                                                                       |         |        |   |       | (113   | )  
|                                                          |                                                       |                                                           |                                                                                                                                       |         |        |   |      
|                                                          | Balance at March 31, 2001                             |                                                           |                                                                                                                                       |         |        |   | $     | 2,049  |    
|                                                          |                                                       |                                                           |                                                                                                                                       |         |        |   |      
|Total Shareholders Equity                                |                                                       |                                                           |                                                                                                                                       |         |        | $ | 3,845 |       
|                                                          |                                                       |                                                           |                                                                                                                                       |         |        |   |      
|(a) Disclosure of Comprehensive Income (Loss)            
|                                                         
|                                                         
|                                                         
|                                                         
|                                                          |                                                       | Net income                                                |                                                                                                                                       |         |        |   |       | $      | 138 |    
|                                                          |                                                       |                                                           |                                                                                                                                       |         |        |   |      
|                                                          |                                                       | Other comprehensive loss, net of tax:                    
|                                                         
|                                                         
|                                                         
|                                                         
|                                                          |                                                       | Net Unrealized Losses on Derivatives Qualified as Hedges:
|                                                         
|                                                         
|                                                         
|                                                         
|                                                          |                                                       |                                                           | Net unrealized holding losses arising during period due to
cumulative effect of a change in accounting principle,
net of taxes of $24 |         |        |   |       |        |     | (42 | )
|                                                         
|                                                         
|                                                         
|                                                         
|                                                          |                                                       |                                                           | Other net unrealized holding losses arising during the period,
net of taxes of $12                                                    |         |        |   |       |        |     | (23 | )
|                                                         
|                                                         
|                                                         
|                                                         
|                                                          |                                                       |                                                           | Reclassification of losses recognized in net income,
net of taxes of $2                                                               |         |        |   |       |        |     | 4   |  
|                                                          |                                                       |                                                           |                                                                                                                                       |         |        |   |      
|                                                          |                                                       |                                                           |                                                                                                                                       |         |        |   | (61   | )     
|                                                          |                                                       |                                                           |                                                                                                                                       |         |        |   |      
|                                                          |                                                       | Comprehensive income                                      |                                                                                                                                       |         |        |   |       | $      | 77  |    
|                                                          |                                                       |                                                           |                                                                                                                                       |         |        |   |      

9



---



##### Table of Contents



[ This page intentionally left blank. ]





10



---



##### Table of Contents



The Detroit Edison Company
Condensed Consolidated Statement of Income (Unaudited)
(Millions)

|                                               |                               |                                  |       |                    |     |   |      |     |     | 
|---------------------------------------------- | ----------------------------- | -------------------------------- | ----- | ------------------ | --- | - | ---- | --- | --- | 
|                                               |                               |                                  |       | Three Months Ended |    
|                                               |                               |                                  |       | March 31           |    
|                                               |                               |                                  |       |                    |    
|                                               |                               |                                  |       | 2001               |     |   | 2000 |    
|                                               |                               |                                  |       |                    |     |   |      |    
|Operating Revenues                             |                               | $                                | 1,024 |                    |     | $ | 949  |    
|                                               |                               |                                  |       |                    |     |  
|Operating Expenses                            
|                                              
|                                              
|                                              
|                                              
|                                               | Fuel and purchased power      |                                  |       | 269                |     |   |      | 229 |    
|                                              
|                                              
|                                              
|                                              
|                                               | Operation and maintenance     |                                  |       | 256                |     |   |      | 240 |    
|                                              
|                                              
|                                              
|                                              
|                                               | Depreciation and amortization |                                  |       | 174                |     |   |      | 182 |    
|                                              
|                                              
|                                              
|                                              
|                                               | Taxes other than income       |                                  |       | 79                 |     |   |      | 75  |    
|                                               |                               |                                  |       |                    |     |  
|                                               |                               | Total Operating Expenses         |       |                    | 778 |   |      |     | 726 | 
|                                               |                               |                                  |       |                    |     |  
|Operating Income                               |                               |                                  | 246   |                    |     |   | 223  |    
|                                               |                               |                                  |       |                    |     |  
|Interest Expense and Other                    
|                                              
|                                              
|                                              
|                                              
|                                               | Interest expense              |                                  |       | 72                 |     |   |      | 69  |    
|                                              
|                                              
|                                              
|                                              
|                                               | Other  net                   |                                  |       | 5                  |     |   |      | 4   |    
|                                               |                               |                                  |       |                    |     |  
|                                               |                               | Total Interest Expense and Other |       |                    | 77  |   |      |     | 73  | 
|                                               |                               |                                  |       |                    |     |  
|Income Before Income Taxes                     |                               |                                  | 169   |                    |     |   | 150  |    
|                                              
|                                              
|                                              
|                                              
|Income Taxes                                   |                               |                                  | 53    |                    |     |   | 53   |    
|                                               |                               |                                  |       |                    |     |  
|Income Before Cumulative Effect of a Change in
|                                              
|                                              
|                                              
|                                              
|                                               | Accounting Principle          |                                  |       | 116                |     |   |      | 97  |    
|                                              
|                                              
|                                              
|                                              
|Cumulative Effect of a Change in Accounting   
|                                              
|                                              
|                                              
|                                              
|                                               | Principle, Net of Tax         |                                  |       | (3                 | )   |   |      |    |    
|                                               |                               |                                  |       |                    |     |  
|Net Income                                     |                               | $                                | 113   |                    |     | $ | 97   |    
|                                               |                               |                                  |       |                    |     |  

See Notes to Condensed Consolidated Financial Statements (Unaudited).

11



---



##### Table of Contents



The Detroit Edison Company
Condensed Consolidated Balance Sheet (Unaudited)
(Millions, Except Per Share Amounts and Shares)

|                                               |                                     |                                                        |        |          |     |   |             |        |     | 
|---------------------------------------------- | ----------------------------------- | ------------------------------------------------------ | ------ | -------- | --- | - | ----------- | ------ | --- | 
|                                               |                                     |                                                        |        | March 31 |     |   | December 31 |       
|                                               |                                     |                                                        |        | 2001     |     |   | 2000        |       
|                                               |                                     |                                                        |        |          |     |   |             |       
|ASSETS                                        
|                                              
|                                              
|                                              
|                                              
|Current Assets                                
|                                              
|                                              
|                                              
|                                              
|                                               | Cash and cash equivalents           |                                                        | $      | 477      |     |   | $           | 24     |    
|                                              
|                                              
|                                              
|                                              
|                                               | Restricted cash                     |                                                        |        | 15       |     |   |             |       |    
|                                              
|                                              
|                                              
|                                              
|                                               | Accounts receivable                 |                                                        |        |          |     |   |             |        |    
|                                              
|                                              
|                                              
|                                              
|                                               |                                     | Customer (less allowance for doubtful
accounts of $20) |        |          | 290 |   |             |        | 328 | 
|                                              
|                                              
|                                              
|                                              
|                                               |                                     | Accrued unbilled revenues                              |        |          | 182 |   |             |        | 188 | 
|                                              
|                                              
|                                              
|                                              
|                                               |                                     | Other                                                  |        |          | 95  |   |             |        | 127 | 
|                                              
|                                              
|                                              
|                                              
|                                               | Inventories (at average cost)       |                                                        |        |          |     |   |             |        |    
|                                              
|                                              
|                                              
|                                              
|                                               |                                     | Fuel                                                   |        |          | 146 |   |             |        | 163 | 
|                                              
|                                              
|                                              
|                                              
|                                               |                                     | Materials and supplies                                 |        |          | 140 |   |             |        | 139 | 
|                                              
|                                              
|                                              
|                                              
|                                               | Other                               |                                                        |        | 131      |     |   |             | 25     |    
|                                               |                                     |                                                        |        |          |     |  
|                                               |                                     |                                                        | 1,476  |          |     |   | 994         |       
|                                               |                                     |                                                        |        |          |     |  
|Investments                                   
|                                              
|                                              
|                                              
|                                              
|                                               | Nuclear decommissioning trust funds |                                                        |        | 382      |     |   |             | 398    |    
|                                              
|                                              
|                                              
|                                              
|                                               | Other                               |                                                        |        | 39       |     |   |             | 38     |    
|                                               |                                     |                                                        |        |          |     |  
|                                               |                                     |                                                        | 421    |          |     |   | 436         |       
|                                               |                                     |                                                        |        |          |     |  
|Property                                      
|                                              
|                                              
|                                              
|                                              
|                                               | Property, plant and equipment       |                                                        |        | 11,489   |     |   |             | 11,431 |    
|                                              
|                                              
|                                              
|                                              
|                                               | Property under capital leases       |                                                        |        | 220      |     |   |             | 220    |    
|                                              
|                                              
|                                              
|                                              
|                                               | Nuclear fuel under capital lease    |                                                        |        | 713      |     |   |             | 705    |    
|                                              
|                                              
|                                              
|                                              
|                                               | Construction work in progress       |                                                        |        | 11       |     |   |             | 2      |    
|                                               |                                     |                                                        |        |          |     |  
|                                               |                                     |                                                        | 12,433 |          |     |   | 12,358      |       
|                                               |                                     |                                                        |        |          |     |  
|Less accumulated depreciation and amortization |                                     |                                                        | 5,717  |          |     |   | 5,659       |       
|                                               |                                     |                                                        |        |          |     |  
|                                               |                                     |                                                        | 6,716  |          |     |   | 6,699       |       
|                                               |                                     |                                                        |        |          |     |  
|Regulatory Assets                              |                                     |                                                        | 1,137  |          |     |   | 2,686       |       
|                                               |                                     |                                                        |        |          |     |  
|Securitized Regulatory Assets (Note 3)         |                                     |                                                        | 1,719  |          |     |   |            |       
|                                               |                                     |                                                        |        |          |     |  
|Other Assets                                   |                                     |                                                        | 204    |          |     |   | 171         |       
|                                               |                                     |                                                        |        |          |     |  
|Total Assets                                   |                                     | $                                                      | 11,673 |          |     | $ | 10,986      |       
|                                               |                                     |                                                        |        |          |     |  

See Notes to Condensed Consolidated Financial Statements (Unaudited).

12



---



##### Table of Contents



|                                           |                                                                                                                              |   |          |       |   |             |        |       |  
|------------------------------------------ | ---------------------------------------------------------------------------------------------------------------------------- | - | -------- | ----- | - | ----------- | ------ | ----- | -
|                                           |                                                                                                                              |   | March 31 |       |   | December 31 |       
|                                           |                                                                                                                              |   | 2001     |       |   | 2000        |       
|                                           |                                                                                                                              |   |          |       |   |             |       
|LIABILITIES AND SHAREHOLDERS EQUITY      
|                                          
|                                          
|                                          
|                                          
|Current Liabilities                       
|                                          
|                                          
|                                          
|                                          
|                                           | Accounts payable                                                                                                             |   | $        | 222   |   |             | $      | 253   |  
|                                          
|                                          
|                                          
|                                          
|                                           | Accrued interest                                                                                                             |   |          | 62    |   |             |        | 56    |  
|                                          
|                                          
|                                          
|                                          
|                                           | Dividends payable                                                                                                            |   |          | 79    |   |             |        | 80    |  
|                                          
|                                          
|                                          
|                                          
|                                           | Accrued payroll                                                                                                              |   |          | 87    |   |             |        | 96    |  
|                                          
|                                          
|                                          
|                                          
|                                           | Short-term borrowings                                                                                                        |   |          |      |   |             |        | 245   |  
|                                          
|                                          
|                                          
|                                          
|                                           | Income taxes                                                                                                                 |   |          | 121   |   |             |        | 95    |  
|                                          
|                                          
|                                          
|                                          
|                                           | Current portion long-term debt                                                                                               |   |          | 318   |   |             |        | 159   |  
|                                          
|                                          
|                                          
|                                          
|                                           | Current portion capital leases                                                                                               |   |          | 38    |   |             |        | 41    |  
|                                          
|                                          
|                                          
|                                          
|                                           | Other                                                                                                                        |   |          | 126   |   |             |        | 167   |  
|                                           |                                                                                                                              |   |          |       |   |            
|                                           |                                                                                                                              |   | 1,053    |       |   |             | 1,192  |      
|                                           |                                                                                                                              |   |          |       |   |            
|Other Liabilities                         
|                                          
|                                          
|                                          
|                                          
|                                           | Deferred income taxes                                                                                                        |   |          | 1,882 |   |             |        | 1,811 |  
|                                          
|                                          
|                                          
|                                          
|                                           | Capital leases                                                                                                               |   |          | 146   |   |             |        | 145   |  
|                                          
|                                          
|                                          
|                                          
|                                           | Regulatory liabilities                                                                                                       |   |          | 181   |   |             |        | 185   |  
|                                          
|                                          
|                                          
|                                          
|                                           | Other                                                                                                                        |   |          | 711   |   |             |        | 586   |  
|                                           |                                                                                                                              |   |          |       |   |            
|                                           |                                                                                                                              |   | 2,920    |       |   |             | 2,727  |      
|                                           |                                                                                                                              |   |          |       |   |            
|Long-Term Debt                             |                                                                                                                              |   | 4,786    |       |   |             | 3,344  |      
|                                           |                                                                                                                              |   |          |       |   |            
|Shareholders Equity                      
|                                          
|                                          
|                                          
|                                          
|                                           | Common stock, $10 par value, 400,000,000 shares
authorized, 134,287,832 and 145,119,875 issued
and outstanding, respectively |   |          | 1,343 |   |             |        | 1,451 |  
|                                          
|                                          
|                                          
|                                          
|                                           | Premium on common stock                                                                                                      |   |          | 507   |   |             |        | 548   |  
|                                          
|                                          
|                                          
|                                          
|                                           | Common stock expense                                                                                                         |   |          | (44   | ) |             |        | (48   | )
|                                          
|                                          
|                                          
|                                          
|                                           | Accumulated other comprehensive income                                                                                       |   |          | 3     |   |             |        |      |  
|                                          
|                                          
|                                          
|                                          
|                                           | Retained earnings                                                                                                            |   |          | 1,105 |   |             |        | 1,772 |  
|                                           |                                                                                                                              |   |          |       |   |            
|                                           |                                                                                                                              |   | 2,914    |       |   |             | 3,723  |      
|                                           |                                                                                                                              |   |          |       |   |            
|Total Liabilities and Shareholders Equity |                                                                                                                              | $ | 11,673   |       |   | $           | 10,986 |      
|                                           |                                                                                                                              |   |          |       |   |            

See Notes to Condensed Consolidated Financial Statements (Unaudited).

13



---



##### Table of Contents



The Detroit Edison Company
Condensed Consolidated Statement of Cash Flows (Unaudited)
(Millions)

|                                                                           |                                                  |                                               |                     |       |                    |      |   |      |      |      |  
|-------------------------------------------------------------------------- | ------------------------------------------------ | --------------------------------------------- | ------------------- | ----- | ------------------ | ---- | - | ---- | ---- | ---- | -
|                                                                           |                                                  |                                               |                     |       | Three Months Ended |     
|                                                                           |                                                  |                                               |                     |       | March 31           |     
|                                                                           |                                                  |                                               |                     |       |                    |     
|                                                                           |                                                  |                                               |                     |       | 2001               |      |   | 2000 |     
|                                                                           |                                                  |                                               |                     |       |                    |      |   |      |     
|Operating Activities                                                      
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|                                                                           | Net Income                                       |                                               | $                   | 113   |                    |      | $ | 97   |     
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Adjustments to reconcile net income to net cash from operating activities:
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|                                                                           |                                                  | Depreciation and amortization                 |                     |       | 174                |      |   |      | 182  |     
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|                                                                           |                                                  | Other                                         |                     |       | (71                | )    |   |      | 58   |     
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|                                                                           |                                                  | Changes in current assets and liabilities:   
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|                                                                           |                                                  |                                               | Accounts receivable |       |                    | 76   |   |      |      | 49   |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|                                                                           |                                                  |                                               | Inventories         |       |                    | 16   |   |      |      | 6    |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|                                                                           |                                                  |                                               | Payables            |       |                    | (34  | ) |      |      | (49  | )
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|                                                                           |                                                  |                                               | Other               |       |                    | (109 | ) |      |      | (108 | )
|                                                                           |                                                  |                                               |                     |       |                    |      |  
|                                                                           |                                                  | Net cash from operating activities            |                     |       | 165                |      |   |      | 235  |     
|                                                                           |                                                  |                                               |                     |       |                    |      |  
|Investing Activities                                                      
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|                                                                           | Plant and equipment expenditures                 |                                               |                     | (126  | )                  |      |   | (130 | )   
|                                                                           |                                                  |                                               |                     |       |                    |      |  
|                                                                           |                                                  | Net cash used for investing activities        |                     |       | (126               | )    |   |      | (130 | )   
|                                                                           |                                                  |                                               |                     |       |                    |      |  
|Financing Activities                                                      
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|                                                                           | Issuance of long-term debt                       |                                               |                     | 1,750 |                    |      |   | 219  |     
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|                                                                           | Decrease in short-term borrowings                |                                               |                     | (245  | )                  |      |   | (46  | )   
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|                                                                           | Increase in restricted cash for debt redemptions |                                               |                     | (15   | )                  |      |   |     |     
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|                                                                           | Redemption of long-term debt                     |                                               |                     | (150  | )                  |      |   | (194 | )   
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|                                                                           | Repurchase of common stock                       |                                               |                     | (846  | )                  |      |   |     |     
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|                                                                           | Dividends on common stock                        |                                               |                     | (80   | )                  |      |   | (80  | )   
|                                                                           |                                                  |                                               |                     |       |                    |      |  
|                                                                           |                                                  | Net cash from (used for) financing activities |                     |       | 414                |      |   |      | (101 | )   
|                                                                           |                                                  |                                               |                     |       |                    |      |  
|Net Increase in Cash and Cash Equivalents                                  |                                                  |                                               | 453                 |       |                    |      | 4 |     
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Cash and Cash Equivalents at Beginning of the Period                       |                                                  |                                               | 24                  |       |                    |      | 4 |     
|                                                                           |                                                  |                                               |                     |       |                    |      |  
|Cash and Cash Equivalents at End of the Period                             |                                                  | $                                             | 477                 |       |                    | $    | 8 |     
|                                                                           |                                                  |                                               |                     |       |                    |      |  
|Supplementary Cash Flow Information                                       
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|                                                                           | Interest paid (excluding interest capitalized)   |                                               | $                   | 66    |                    |      | $ | 84   |     
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|                                                                           | Income taxes paid                                |                                               |                     | 41    |                    |      |   | 16   |     
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|                                                                           | New capital lease obligations                    |                                               |                     | 8     |                    |      |   | 40   |     

See Notes to Condensed Consolidated Financial Statements (Unaudited).

14



---



##### Table of Contents



The Detroit Edison Company
Condensed Consolidated Statement of Changes in Shareholders Equity (Unaudited)
(Millions, Except Per Share Amounts; Shares in Thousands)

|                                                         |                                                          |                                                                                                                                     |  |         |   |   |        |       |     |  
|-------------------------------------------------------- | -------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------- |  | ------- | - | - | ------ | ----- | --- | -
|                                                         |                                                          |                                                                                                                                     |  | 2001    |  
|                                                         |                                                          |                                                                                                                                     |  |         |  
|                                                         |                                                          |                                                                                                                                     |  | Shares  |   |   | Amount |      
|                                                         |                                                          |                                                                                                                                     |  |         |   |   |        |      
|Common Stock                                            
|                                                        
|                                                        
|                                                        
|                                                        
|                                                         | Balance at beginning of year                             |                                                                                                                                     |  | 145,120 |   |   | $      | 1,451 |    
|                                                        
|                                                        
|                                                        
|                                                        
|                                                         | Repurchase and retirement of common stock                |                                                                                                                                     |  | (10,832 | ) |   |        | (108  | )  
|                                                         |                                                          |                                                                                                                                     |  |         |   |  
|                                                         | Balance at March 31, 2001                                |                                                                                                                                     |  | 134,288 |   |   | $      | 1,343 |    
|                                                         |                                                          |                                                                                                                                     |  |         |   |   |       
|Premium on Common Stock                                 
|                                                        
|                                                        
|                                                        
|                                                        
|                                                         | Balance at beginning of year                             |                                                                                                                                     |  |         |   |   | $      | 548   |    
|                                                        
|                                                        
|                                                        
|                                                        
|                                                         | Repurchase and retirement of common stock                |                                                                                                                                     |  |         |   |   |        | (41   | )  
|                                                         |                                                          |                                                                                                                                     |  |         |   |   |       
|                                                         | Balance at March 31, 2001                                |                                                                                                                                     |  |         |   |   | $      | 507   |    
|                                                         |                                                          |                                                                                                                                     |  |         |   |   |       
|Common Stock Expense                                    
|                                                        
|                                                        
|                                                        
|                                                        
|                                                         | Balance at beginning of year                             |                                                                                                                                     |  |         |   |   | $      | (48   | )  
|                                                        
|                                                        
|                                                        
|                                                        
|                                                         | Repurchase and retirement of common stock                |                                                                                                                                     |  |         |   |   |        | 4     |    
|                                                         |                                                          |                                                                                                                                     |  |         |   |   |       
|                                                         | Balance at March 31, 2001                                |                                                                                                                                     |  |         |   |   | $      | (44   | )  
|                                                         |                                                          |                                                                                                                                     |  |         |   |   |       
|Accumulated Other Comprehensive Income                  
|                                                        
|                                                        
|                                                        
|                                                        
|Net Unrealized Gains on Derivatives Qualified as Hedges:
|                                                        
|                                                        
|                                                        
|                                                        
|                                                         | Balance at beginning of year                             |                                                                                                                                     |  |         |   |   | $      |      |    
|                                                        
|                                                        
|                                                        
|                                                        
|                                                         | Net change in unrealized gains and losses (a)            |                                                                                                                                     |  |         |   |   |        | 3     |    
|                                                         |                                                          |                                                                                                                                     |  |         |   |   |       
|                                                         | Balance at March 31, 2001                                |                                                                                                                                     |  |         |   |   | $      | 3     |    
|                                                         |                                                          |                                                                                                                                     |  |         |   |   |       
|Retained Earnings                                       
|                                                        
|                                                        
|                                                        
|                                                        
|                                                         | Balance at beginning of year                             |                                                                                                                                     |  |         |   |   | $      | 1,772 |    
|                                                        
|                                                        
|                                                        
|                                                        
|                                                         | Net income                                               |                                                                                                                                     |  |         |   |   |        | 113   |    
|                                                        
|                                                        
|                                                        
|                                                        
|                                                         | Dividends declared on common stock ($0.55 per share)     |                                                                                                                                     |  |         |   |   |        | (79   | )  
|                                                        
|                                                        
|                                                        
|                                                        
|                                                         | Repurchase and retirement of common stock                |                                                                                                                                     |  |         |   |   |        | (701  | )  
|                                                         |                                                          |                                                                                                                                     |  |         |   |   |       
|                                                         | Balance at March 31, 2001                                |                                                                                                                                     |  |         |   |   | $      | 1,105 |    
|                                                         |                                                          |                                                                                                                                     |  |         |   |   |       
|Total Shareholders Equity                               |                                                          |                                                                                                                                     |  |         |   | $ | 2,914  |      
|                                                         |                                                          |                                                                                                                                     |  |         |   |   |       
|(a) Disclosure of Comprehensive Income (Loss)           
|                                                        
|                                                        
|                                                        
|                                                        
|                                                         | Net income                                               |                                                                                                                                     |  |         |   |   | $      | 113   |    
|                                                         |                                                          |                                                                                                                                     |  |         |   |   |        |      
|                                                         | Other comprehensive income, net of tax:                 
|                                                        
|                                                        
|                                                        
|                                                        
|                                                         | Net Unrealized Gains on Derivatives Qualified as Hedges:
|                                                        
|                                                        
|                                                        
|                                                        
|                                                         |                                                          | Net unrealized holding gains arising during period due to
cumulative effect of a change in accounting principle,
net of taxes of $6 |  |         |   |   |        |       | 13  |  
|                                                        
|                                                        
|                                                        
|                                                        
|                                                         |                                                          | Other net unrealized holding losses arising during the period,
net of taxes of $5                                                   |  |         |   |   |        |       | (10 | )
|                                                         |                                                          |                                                                                                                                     |  |         |   |   |       
|                                                         |                                                          |                                                                                                                                     |  |         |   |   | 3      |      
|                                                         |                                                          |                                                                                                                                     |  |         |   |   |       
|                                                         | Comprehensive income                                     |                                                                                                                                     |  |         |   |   | $      | 116   |    
|                                                         |                                                          |                                                                                                                                     |  |         |   |   |       

See Notes to Condensed Consolidated Financial Statements (Unaudited).

15



---



##### Table of Contents



DTE Energy Company and The Detroit Edison Company
Notes to Condensed Consolidated Financial Statements (Unaudited)

---

NOTE 1  ANNUAL REPORT NOTES

---

These condensed consolidated financial statements (unaudited) should be read in
conjunction with the Annual Report Notes. The Notes contained herein update
and supplement matters discussed in the Annual Report Notes.

The preparation of the financial statements in conformity with accounting
principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the reported amounts
of assets and liabilities and disclosure of contingent assets and liabilities
at the date of the financial statements and the reported amounts of revenues
and expenses during the reporting period. Actual results could differ from
those estimates.

The condensed consolidated financial statements are unaudited, but in the
opinion of the Company and Detroit Edison, with respect to its own financial
statements, include all adjustments necessary for a fair statement of the
results for the interim periods. 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.

Certain prior year balances have been reclassified to conform to the current
years presentation.

NOTE 2  MERGER AGREEMENT

---

As discussed in Notes 2 and 17 of the Annual Report Notes, on February 28,
2001, the Company and MCN announced a revised merger agreement that provides
that the Company will acquire all outstanding shares of MCN for $24.00 per
share in cash, or 0.715 shares of Company common stock for each share of MCN
common stock. Certain allocation and proration procedures provided for in the
original agreement continue to apply and will be used to ensure that the
aggregate number of shares of MCN common stock that will be converted into cash
and the Companys common stock will be equal to 55% and 45%, respectively, of
the total number of shares of MCN common stock outstanding immediately prior to
the pending merger. MCNs common shareholders have been asked to approve the
revised merger agreement at a special meeting scheduled for
May 15, 2001. The Company is currently awaiting approval of the
merger from the Securities and Exchange Commission under the Public
Utility Holding Company Act of 1935, as amended. Although no
assurances can be given, and the merger may be completed later, the
Company currently expects that the merger will be completed on May
31, 2001.  If this expectation does not change by May 24, 2001, the Company will
publicly announce May 31, 2001 as the closing date. Even then, the closing could
be delayed if SEC approval is not received prior to May 31, 2001.

Effective March 21, 2001, the Federal Trade Commission accepted a proposed
consent order and easement agreement and granted DTE and MCN early termination
of the Hart-Scott-Rodino Anti-trust Improvements Act of 1976 pre-merger waiting
period. The easement agreement, which addresses the FTCs competitive
concerns, conveys an easement to Exelon Corp., an unaffiliated company, over
the Michigan Consolidated Gas Companys (MichCons) local natural gas
distribution system that will allow Exelon Corp. to engage in the distribution,
storage and sale of natural gas in MichCons and Detroit Edisons overlapping
distribution areas. MichCon, a natural gas utility

16



---



##### Table of Contents



serving 1.2 million customers in more than 530 communities throughout Michigan,
is MCNs largest subsidiary.

The revised merger agreement expires December 31, 2001, in order to allow for
sufficient time to obtain necessary regulatory approvals. The value of the
revised transaction is approximately $4.1 billion, including the assumption of
approximately $1.8 billion of MCNs debt. The Company estimates that closing
on the merger will occur in second quarter 2001.

NOTE 3  SECURITIZATION

---

On June 5, 2000, Michigan Public Acts 141 and 142 became effective, providing
Detroit
Edison with the right to recover certain stranded costs through securitization,
assuming such recovery was authorized by an appropriate order of the MPSC.

In an order issued on November 2, 2000, and clarified on January 4, 2001, the
MPSC approved the issuance of up to $1.774 billion of securitization bonds for
the benefit of Detroit Edison. Detroit Edison formed The Detroit Edison
Securitization Funding LLC (Securitization LLC), a wholly owned single member
Michigan limited liability corporation, for the purpose of securitizing its
stranded costs (referred to as qualified costs and securitization property in
the Michigan statutes). The securitization property created by the MPSCs
order consists of certain of Detroit Edisons qualified costs (primarily
unamortized costs related to Detroit Edisons Fermi 2 nuclear power plant), an
irrevocable right to recover amounts sufficient to pay the principal of and
interest on the securitization bonds, as well as amounts sufficient to pay
ongoing costs associated with the securitization bond transaction and the
Securitization LLC.

On March 9, 2001, the Securitization LLC issued $1.750 billion of its
Securitization Bonds, Series 2001-1 and Detroit Edison sold $1.750 billion of
stranded costs to its Securitization LLC. The Securitization Bonds mature over
a period of up to fifteen years and have an average interest rate of 6.3%.
Detroit Edison has implemented a non-bypassable surcharge on its customer
bills, effective March 26, 2001. The MPSCs securitization order also permits
Detroit Edison to recover taxes associated with securitization.

The Securitization LLC is independent of the Company and Detroit Edison, as is
its ownership of the securitization property. Due to principles of
consolidation, stranded costs sold by Detroit Edison to the Securitization LLC
and the $1.750 billion of its securitization bonds appear on the Companys and
Detroit Edisons balance sheets. Neither the Company nor Detroit Edison make
claim to these assets and ownership of such assets has vested in the
Securitization LLC and been assigned to the trustee for the Securitization
Bonds. Funds collected by Detroit Edison, acting in the capacity of a servicer
for the Securitization LLC, are remitted to the trustee for the Securitization
Bonds. Neither the securitization property nor funds collected from Detroit
Edisons customers for the payment of costs related to the Securitization LLC
and Securitization Bonds are available to the Companys or Detroit Edisons
creditors.

17



---



##### Table of Contents



NOTE 4  SHORT-TERM CREDIT ARRANGEMENTS AND BORROWINGS

---

At March 31, 2001, Detroit Edison had total short-term credit arrangements of
approximately $518 million, under which no amounts were outstanding.
Additionally, Detroit Edison had a $200 million short-term financing agreement
secured by its customer accounts receivable and unbilled revenues portfolios,
under which no amounts were outstanding at March 31, 2001.

On April 9, 2001, DTE Capital was merged into the Company, with the Company
assuming all of DTE Capitals assets and liabilities. The Company has assumed
DTE Capitals $400 million commercial paper program, as well as direct
liability for $400 million of remarketed notes originally issued by DTE
Capital. At March 31, 2001, $35 million in commercial paper was outstanding,
and the Company assumed direct liability for this commercial paper. Support
agreements for the benefit of DTE Capital have been terminated. Guarantees of non-regulated affiliate obligations, of
which $296 million were outstanding and $700 million were authorized at March
31, 2001, will now be issued solely by
the Company.

NOTE 5  FINANCIAL AND OTHER DERIVATIVE INSTRUMENTS

---

In June 1998, the Financial Accounting Standards Board (FASB) issued SFAS No.
133. SFAS No. 133, as amended, establishes accounting and reporting standards
for derivative instruments and for hedging activities. It requires that all
derivative instruments be recognized as either assets or liabilities, measured
at fair value. The accounting for changes in fair value depends upon the
purpose of the derivative instrument and whether it is designated as a hedge
and qualifies for hedge accounting. To the extent derivative instruments
qualify as hedges and are designated as hedges of the variability of cash flows
associated with forecasted transactions, the effective portion of the gain or
loss on such derivative instruments is generally reported in other
comprehensive income. The ineffective portion, if any, is reported in net
income. Such amounts reported in other comprehensive income are reclassified
into net income when the forecasted transaction affects earnings. If a cash
flow hedge is discontinued because it is probable that the forecasted
transaction will not occur, the net gain or loss is immediately reclassified
into earnings. To the extent derivative instruments qualify as hedges and are
designated as hedges of changes in fair value of an existing asset, liability
or firm commitment, the gain or loss on the hedging instrument is recognized in
earnings along with the changes in fair value of the hedged asset, liability or
firm commitment attributable to the hedged risk.

SFAS No. 133 requires that as of the date of initial adoption, the difference
between the fair market value of derivative instruments recorded on the balance
sheet and the previous carrying amount of those derivatives be reported in net
income or other comprehensive income, as appropriate, as the cumulative effect
of a change in accounting principle in accordance with Accounting Principles
Board Opinion 20, Accounting Changes.

18



---



##### Table of Contents



THE COMPANY

As of January 1, 2001, the Company adopted SFAS No. 133, as required. The
cumulative effect of the adoption of SFAS No. 133 was an after-tax increase in
net income of $3 million, and an after-tax increase in other comprehensive loss
of $42 million. The financial statement impact of recording the various SFAS
133 transactions for the Company at January 1, 2001 was as follows:

|                                                      |  |                     |     |  
|----------------------------------------------------- |  | ------------------- | --- | -
|                                                      |  | Amount              |    
|Financial Statement Line Item                         |  | Increase (Decrease) |    
|                                                      |  |                     |    
|                                                      |  | (millions)          |    
|Asset from Risk Management Activities                 |  | $                   | 26  |  
|                                                     
|                                                     
|                                                     
|                                                     
|Liabilities from Hedging Activities                   |  | $                   | 85  |  
|                                                     
|                                                     
|                                                     
|                                                     
|Income Taxes Payable                                  |  | $                   | (20 | )
|                                                     
|                                                     
|                                                     
|                                                     
|Other Comprehensive Loss                              |  | $                   | 42  |  
|                                                     
|                                                     
|                                                     
|                                                     
|Cumulative Effect of a Change in Accounting Principle |  | $                   | 3   |  

The Companys primary market risk exposures are associated with interest rates
and commodity prices. The Company has risk management policies to monitor and
assist in mitigating these market risks and uses derivative instruments to
manage some of the exposures. Except for the activities of DTE Energy Trading
(DTE ET), the Company does not hold or issue derivative instruments for trading
purposes.

Interest Rate Risk

Hedge of Anticipated Issuance of Long-Term Debt

In accordance with its risk management policy, the Company entered into a
series of forward-starting interest rate swaps and Treasury locks in order to
limit its sensitivity to market interest rate risk associated with its
forecasted issuance of long-term debt to be used to finance the pending merger
with MCN. Such instruments have been formally designated as cash flow hedges
for accounting purposes, are measured at fair market value and are recorded as
liabilities in the Companys consolidated balance sheet. Losses on these
instruments are included in other comprehensive loss. At March 31, 2001, the
Company recorded $63 million, net of tax in other comprehensive loss for this
hedge. Amounts recorded in other comprehensive loss will be reclassified to
interest expense as the forecasted interest payments associated with the debt
issuance affect earnings. The maximum length of time over which the Company is
hedging its exposure to the variability of future cash flows for this
forecasted transaction is 30 years.

During the three-month period ended March 31, 2001, no amounts were recognized
in earnings due to hedge ineffectiveness of this hedging relationship.
However, a loss of approximately $6 million was reclassified from accumulated
other comprehensive loss into earnings since management determined it was
probable that certain forecasted transactions within a series of
interest payments
associated with this issuance of long-term debt would not occur within the time
frame originally anticipated. This loss was reported as a component of
interest expense within the consolidated statement of

19



---



##### Table of Contents



income. The estimated net amount of existing losses at March 31, 2001 that is
expected to be reclassified into earnings within the next 12 months is
approximately $6 million.

Interest Rate Swap

PCI Enterprises Company (PCI), a wholly owned coal pulverizing subsidiary of
the Company, entered into a seven-year interest rate swap agreement beginning
June 30, 1997, with the intent of reducing the impact of certain cash flows due
to changes in LIBOR associated with its variable rate non-recourse debt. The
swap has been formally designated as a cash flow hedge for accounting purposes,
is measured at fair market value and is recorded as a liability in the
Companys consolidated balance sheet. The holding loss on the swap is included
in other comprehensive loss. At March 31, 2001, the Company recorded $0.7
million, net of tax in other comprehensive loss for this hedge. During the
three-month period ended March 31, 2001, no amounts were recognized in earnings
due to ineffectiveness of this hedging relationship. No amounts are expected
to be reclassified into earnings within the next 12 months.

The effects of adopting SFAS No. 133 are recorded in the following line items
in the accompanying Balance Sheet of the Company at March 31, 2001:

|                                       |  |         |     | 
|-------------------------------------- |  | ------- | --- | 
|Financial Statement Line Item          |  | Balance |    
|                                       |  |         |    
|Assets from Risk Management Activities |  | $       | 30  | 
|                                      
|                                      
|                                      
|                                      
|Other Current Assets                   |  | $       | 7   | 
|                                      
|                                      
|                                      
|                                      
|Liabilities from Hedging Activities    |  | $       | 103 | 
|                                      
|                                      
|                                      
|                                      
|Other Liabilities  Other              |  | $       | 3   | 

DETROIT EDISON

The cumulative effect of the adoption of SFAS No. 133 was an after-tax decrease
in net income of $3 million, and an after-tax increase in other comprehensive
income of $13 million. The financial statement impact of recording the various
SFAS 133 transactions at January 1, 2001 was as follows:

|                                                      |  |                     |    |  
|----------------------------------------------------- |  | ------------------- | -- | -
|                                                      |  | Amount              |   
|Financial Statement Line Item                         |  | Increase (Decrease) |   
|                                                      |  |                     |   
|                                                      |  | (millions)          |   
|Other Current Assets                                  |  | $                   | 26 |  
|                                                     
|                                                     
|                                                     
|                                                     
|Other Current Liabilities                             |  | $                   | 10 |  
|                                                     
|                                                     
|                                                     
|                                                     
|Income Taxes Payable                                  |  | $                   | 6  |  
|                                                     
|                                                     
|                                                     
|                                                     
|Other Comprehensive Income                            |  | $                   | 13 |  
|                                                     
|                                                     
|                                                     
|                                                     
|Cumulative Effect of a Change in Accounting Principle |  | $                   | (3 | )

20



---



##### Table of Contents



Commodity Price Risk

Forward Energy Purchase Contracts

Detroit Edison uses over-the-counter (OTC) forward contracts and options to
manage the risk of fluctuations in the market price of electricity. To achieve
its hedging objectives, Detroit Edison chooses the time to enter into purchase
and sale contracts and selects the types of instruments. The forward contracts
used to financially hedge electricity price risks are relatively liquid
instruments and provide Detroit Edison the flexibility to execute its hedging
strategies and meet its objectives.

Certain of these contracts have been formally designated as cash flow hedges of
the forecasted purchase of power for accounting purposes. Such contracts are
measured at fair market value and are recorded as assets and liabilities in the
consolidated balance sheets. Gains and losses on these instruments are
included in other comprehensive income. At March 31, 2001, Detroit Edison
recorded $3 million, net of tax in other comprehensive income for these hedges.
Amounts recorded in other comprehensive income will be reclassified to fuel
and purchased power expense as the forecasted purchases of electricity affect
earnings. At March 31, 2001, the estimated net amount of existing gains that
is expected to be reclassified into earnings within the next 12 months is
approximately $3 million. The maximum length of time over which Detroit Edison
is hedging its exposure to the variability of future cash flows is seventeen
months. Ineffectiveness recognized in these hedging relationships was
immaterial for the three months ended March 31, 2001. As forward contracts
settle in the second and third quarters of 2001, existing gains and losses that
are currently reported in accumulated other comprehensive income will be
reclassified into earnings.

Other Derivative Instruments

Certain of Detroit Edisons electricity forward purchase and sale contracts and
purchased option contracts, entered into for the purpose of economically
hedging its exposure to commodity risk, do not qualify for hedge accounting
under the provisions of SFAS No. 133. Detroit Edison marks these contracts to
market on its consolidated balance sheet and records an offsetting gain or loss
in earnings. Such holding gains and losses are recorded in revenues or fuel
and purchased power expense, depending on the type of contract.

The effects of adopting SFAS No. 133 are recorded in the following line items
in the accompanying Balance Sheet of Detroit Edison at March 31, 2001:

|                              |  |         |    | 
|----------------------------- |  | ------- | -- | 
|Financial Statement Line Item |  | Balance |   
|                              |  |         |   
|Other Current Assets          |  | $       | 37 | 
|                             
|                             
|                             
|                             
|Other Liabilities  Other     |  | $       | 2  | 

Certain of Detroit Edisons forward electric contracts are considered normal
purchases and sales, as defined by SFAS No. 133, and therefore are excluded
from the scope of SFAS No. 133. In April 2001, the Derivatives Implementation
Group (DIG), a committee

21



---



##### Table of Contents



of the FASB responsible for providing guidance on the implementation of SFAS
No. 133, reached tentative conclusions regarding certain contracts in the power
generation industry. Depending on the final decision of the FASB, certain
commodity contracts currently considered normal purchases and sales may no
longer qualify for this exclusion, and may be required to be accounted for
under SFAS No. 133. In this case, Detroit Edison would follow the transition
provisions for applying the implementation guidance for SFAS No. 133. Management believes such
contracts would qualify as cash flow hedges and be recorded at fair value on
the balance sheet, with the effective portion of the hedge recognized in
accumulated other comprehensive income.

TRADING ACTIVITIES

DTE ET markets and trades electricity and natural gas physical products and
financial instruments, and provides risk management services utilizing energy
commodity derivative instruments, which include futures, exchange traded and
over-the-counter options, and forward purchase and sales commitments.

Notional Amounts and Terms

The notional amounts and terms of DTE ETs outstanding energy trading financial
instruments as of March 31, 2001 were:

|                        |  |                   |       |  |             |  |       |                |  |  |   | 
|----------------------- |  | ----------------- | ----- |  | ----------- |  | ----- | -------------- |  |  | - | 
|                        |  | Fixed Price       |       |  | Fixed Price |  |       | Maximum        | 
|                        |  | Payor             |       |  | Receiver    |  |       | Terms in Years | 
|                        |  |                   |       |  |             |  |       |                | 
|                        |  | (Thousand of MWh) |      
|Electricity Commodities |  |                   | 1,010 |  |             |  | 1,308 |                |  |  | 1 | 

At March 31, 2001, DTE ET also had sales and purchase commitments for physical
delivery of electricity associated with contracts based on fixed prices
totaling 216,556 net MWh purchased with terms extending up to 2 years.

Notional amounts reflect the volume of transactions, but do not necessarily
represent the amounts exchanged by the parties to the energy commodity
derivative instruments. Accordingly, notional amounts do not accurately
measure DTE ETs exposure to market or credit risks. The maximum terms in
years detailed above are not indicative of likely future cash flows as these
positions may be offset in the markets at any time in response to DTE ETs risk
management needs.

Fair Values

The average fair values of DTE ETs derivative assets and liabilities were
$271.8 million and $263.7 million, respectively, during the first quarter ended
March 31, 2001, and $80.5 million and $62.0 million, respectively, during the
first quarter ended March 31, 2000. At March 31, 2001 and December 31, 2000,
the fair values of the derivative assets and liabilities were approximately
$228 million and $221 million, and $288.9 million and

22



---



##### Table of Contents



$279.9 million, respectively. Net unrealized gains were $6.1 million and $9.0
million at March 31, 2001 and December 31, 2000, respectively.

NOTE 6  SEGMENT AND RELATED INFORMATION

---

The Companys reportable business segments are its electric utility, Detroit
Edison, which is engaged in the generation, purchase, distribution and sale of
electric energy (transmission services are performed by Detroit Edisons wholly
owned subsidiary, International Transmission Company), in a 7,600-square-mile
area in Southeastern Michigan, its energy trading company, and energy services
business, which develops and manages energy-related projects and services
primarily concentrated in the steel industry. All Other includes businesses
involved in new energy technologies. Inter-segment revenues are not material.
Income taxes are allocated based on inter-company tax sharing agreements, which
generally allocate the tax benefit of alternate fuels tax credits and
accelerated depreciation to the respective subsidiary, without regard to the
subsidiarys own net income or whether such tax benefits are realized by the
Company. Financial data for business segments are as follows:

|                   |                |                    |  |          |       |  |         |   |     |          |  |            |       |  |  |              |    |   |              |                 |     |   |  |   |       | 
|------------------ | -------------- | ------------------ |  | -------- | ----- |  | ------- | - | --- | -------- |  | ---------- | ----- |  |  | ------------ | -- | - | ------------ | --------------- | --- | - |  | - | ----- | 
|                   |                |                    |  |          |       |  |         |   |     |          |  |            |       |  |  |              |    |   |              | Reconciliations |    
|                   |                |                    |  | Electric |       |  | Energy  |   |     | Energy   |  |            | All   |  |  | and          |   
|                   |                |                    |  | Utility  |       |  | Trading |   |     | Services |  |            | Other |  |  | Eliminations |    |   | Consolidated |                
|                   |                |                    |  |          |       |  |         |   |     |          |  |            |       |  |  |              |    |   |              |                
|                   |                |                    |  |          |       |  |         |   |     |          |  | (Millions) |      
|Three Months Ended
|                  
|                  
|                  
|                  
|                   | March 31, 2001
|                  
|                  
|                  
|                  
|                   |                | Operating
revenues |  | $        | 1,024 |  |         | $ | 685 |          |  | $          | 134   |  |  | $            | 15 |   |              | $               | (16 | ) |  | $ | 1,842 | 
|                  
|                  
|                  
|                  
|                   |                | Net income (loss)  |  |          | 113   |  |         |   | 1   |          |  |            | 33    |  |  |              | (7 | ) |              |                 | (2  | ) |  |   | 138   | 
|                  
|                  
|                  
|                  
|                  
|                  
|                  
|                  
|                  
|                  
|                  
|                  
|                  
|                  
|                  
|                  
|                  
|                  
|                  
|                  
|Three Months Ended
|                  
|                  
|                  
|                  
|                   | March 31, 2000
|                  
|                  
|                  
|                  
|                   |                | Operating
revenues |  | $        | 949   |  |         | $ | 126 |          |  | $          | 107   |  |  | $            | 17 |   |              | $               | (17 | ) |  | $ | 1,182 | 
|                  
|                  
|                  
|                  
|                   |                | Net income (loss)  |  |          | 97    |  |         |   | 6   |          |  |            | 25    |  |  |              | (9 | ) |              |                 | (2  | ) |  |   | 117   | 

___________________________________________

This Quarterly Report on Form 10-Q, including the report of Deloitte & Touche
LLP (on page 24) will automatically be incorporated by reference in the
Prospectuses constituting part of the Registration Statements on Form S-3
(Registration Nos. 33-53207, 33-64296 and 333-65765) of The Detroit Edison
Company and Form S-8 (Registration No. 333-00023), Form S-4 (Registration No.
333-89175) and Form S-3 (Registration Nos. 33-57545 and 333-58834) of DTE
Energy Company, filed under the Securities Act of 1933. Such report of
Deloitte & Touche LLP, however, is not a report or part of the Registration
Statement within the meaning of Sections 7 and 11 of the Securities Act of
1933 and the liability provisions of Section 11(a) of such Act do not apply.

23



---



##### Table of Contents



Independent Accountants Report

To the Board of Directors and Shareholders of DTE Energy Company and
      The Detroit Edison Company

We have reviewed the accompanying condensed consolidated balance sheets of DTE
Energy Company and subsidiaries and of The Detroit Edison Company and
subsidiaries as of March 31, 2001, and the related condensed consolidated
statements of income and cash flows for the three-month periods ended March 31,
2001 and 2000, and the condensed consolidated statements of changes in
shareholders equity for the three-month period ended March 31, 2001. These
financial statements are the responsibility of DTE Energy Companys management
and of The Detroit Edison Companys management.

We conducted our reviews in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures to
financial data and of making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted
in accordance with auditing standards generally accepted in the United States
of America, the objective of which is the expression of an opinion regarding
the financial statements taken as a whole. Accordingly, we do not express such
an opinion.

Based on our reviews, we are not aware of any material modifications that
should be made to such condensed consolidated financial statements for them to
be in conformity with accounting principles generally accepted in the United
States of America.

We have previously audited, in accordance with auditing standards generally
accepted in the United States of America, the consolidated balance sheets of
DTE Energy Company and subsidiaries and of The Detroit Edison Company and
subsidiaries as of December 31, 2000, and the related consolidated statements
of income, changes in shareholders equity, and cash flows for the year then
ended (not presented herein); and in our report dated January 24, 2001, we
expressed an unqualified opinion on those consolidated financial statements.
In our opinion, the information set forth in the accompanying condensed
consolidated balance sheets as of December 31, 2000 is fairly stated, in all
material respects, in relation to the consolidated balance sheets from which it
has been derived.

DELOITTE & TOUCHE LLP

Detroit, Michigan
May 9, 2001

24



---



##### Table of Contents






Item 2  Managements Discussion and Analysis of Financial Condition and
Results of Operations.

This analysis for the three months ended March 31, 2001, as compared to the
same period in 2000, should be read in conjunction with the condensed
consolidated financial statements (unaudited), the accompanying Notes, and the
Annual Report Notes.

Detroit Edison is the principal operating subsidiary of the Company and, as
such, unless otherwise identified, this discussion explains material changes in
results of operations of both the Company and Detroit Edison and identifies
recent trends and events affecting both the Company and Detroit Edison.

GROWTH

The Company is focused on prudently growing its earnings base. For the past
three years, it has articulated a growth strategy that has consistently
achieved its 6% growth objective (after adjustment in 2000 for one-time
legislative and merger items). Given its prior successes, depth of management
team and strategic asset base, the Company has increased its growth objective
up to 8% over the next several years. The new anticipated growth rate is
expected to be achieved by strengthening our core electric and gas (after the
pending merger with MCN) utility businesses in the short term, building our
non-regulated businesses in the mid term and leveraging investments in energy
technology over the long term. The growth strategy, focused on the greater
Midwest region, leverages and expands existing assets and skills.

As discussed in Note 2, the Company and MCN announced a revised merger
agreement. The Company expects that completion of the pending merger will
result in the issuance of approximately 29 million shares of its common stock
and approximately $1.2 billion in external financing. The pending merger is
expected to create a fully integrated electric and natural gas company that is
anticipated to support the Companys commitment to a long-term earnings growth
rate of up to 8%. The merger is expected to be accretive to earnings in the
first full year of operation as a combined company. In addition, it is
expected that approximately $1.1 billion of cost savings will be realized over
the next 10 years. See Note 5 for a discussion of the financial instruments
used to hedge the interest rate risk associated with financing the pending
merger.

As a result of Detroit Edisons sale of certain of its stranded costs and the
related sale of Securitization Bonds, Detroit Edisons operating revenues and
income are expected to be reduced in 2001 and future years. This revenue
reduction is offset by the certainty of stranded cost recovery that resulted
from the issuance of the Securitization Bonds. Earnings per share are not
expected to be impacted due to the reduction in average common shares
outstanding resulting from the buyback of common shares.

The Company projects that earnings (excluding the impact of goodwill and merger
restructuring charges) will be approximately $3.50 to $3.60 per share in 2001
and $4.10 to $4.20 per share in 2002.

25



---



##### Table of Contents



ELECTRIC INDUSTRY RESTRUCTURING

Pursuant to Michigan legislation and MPSC orders, on March 9, 2001, Detroit
Edison sold $1.750 billion of stranded costs to its Securitization LLC
subsidiary, and the Securitization LLC issued $1.750 billion of securitization
bonds. Detroit Edison is in the process of using the proceeds of the bonds to
retire debt and equity, as required, in a manner that will maintain its
debt/equity ratio at approximately 50%. The Company will likewise retire
approximately 50% debt and 50% equity with the proceeds received as the sole
holder of Detroit Edisons equity.

LIQUIDITY AND CAPITAL RESOURCES

Cash From Operating Activities

Net cash from operating activities was higher for the Company due primarily to
increased net income and changes in other current assets and liabilities.

Net cash from operating activities was lower for Detroit Edison due primarily
to increases in other assets.

Cash Used for Investing Activities

Net cash used for investing activities was lower due to
decreased plant and equipment expenditures.

Cash From Financing Activities

Net cash from financing activities was higher due primarily to the issuance of
Securitization Bonds, partially offset by the resulting redemptions of
short-term borrowings and long-term debt and the buyback of common stock.
Remaining proceeds from securitization will be used for additional debt
redemptions and buyback of common stock.

RESULTS OF OPERATIONS

For the three months ended March 31, 2001, the Companys net income was $138
million, or $0.98 per basic common share, compared to $117 million, or $0.81
per basic common share for the three months ended March 31, 2000.

The 2001 three-month earnings were higher than 2000 due to higher utility
revenues due to the suspension of the PSCR clause and higher non-regulated
income, partially offset by higher purchased power costs, higher operating
expenses and the effect of the implementation of the new accounting standard
for derivatives (FAS 133).

As a result of the suspension of the PSCR clause, the Company expects that the
distribution of yearly earnings will shift significantly. The first and fourth
quarters of the year are expected to show higher earnings, while lower earnings
are expected in the second and third quarters. In addition, the fuel clause
suspension will have an impact on earnings, since rates will no longer be
adjusted for changes in fuel and purchased power expenses.

26



---



##### Table of Contents



Operating Revenues

Operating revenues were $1.842 billion, up 55.8% from 2000 operating revenues
of $1.182 billion. Operating revenues increased (decreased) due to the
following:

|               |                              |                      |     |            |     |   |      |    |     | 
|-------------- | ---------------------------- | -------------------- | --- | ---------- | --- | - | ---- | -- | --- | 
|               |                              |                      |     | 2001       |     |   | 2000 |   
|               |                              |                      |     |            |     |   |      |   
|               |                              |                      |     | (Millions) |    
|Detroit Edison |                              |                      |     |            |     |   |      |   
|              
|              
|              
|              
|               | Rate change                  |                      | $   |           |     |   | $    | 4 
|              
|              
|              
|              
|               | Residential rate reduction   |                      |     | (17        | )   |   |      |   |    
|              
|              
|              
|              
|               | System sales volume and mix  |                      |     | (2         | )   |   |      | 36 |    
|              
|              
|              
|              
|               | Suspension of PSCR mechanism |                      |     | 46         |     |   |      |   |    
|              
|              
|              
|              
|               | Wholesale sales              |                      |     | 32         |     |   |      | (7 | )  
|              
|              
|              
|              
|               | Other  net                  |                      |     | 16         |     |   |      | 5  |    
|               |                              |                      |     |            |     |  
|               |                              | Total Detroit Edison |     |            | 75  |   |      |    | 38  | 
|               |                              |                      |     |            |     |  
|Non-Regulated  |                              |                      |     |            |     |   |      |   
|              
|              
|              
|              
|               | DTE Energy Services          |                      |     | 27         |     |   |      | 26 |    
|              
|              
|              
|              
|               | DTE Energy Trading           |                      |     | 559        |     |   |      | 99 |    
|              
|              
|              
|              
|               | Other  net                  |                      |     | (1         | )   |   |      | (5 | )  
|               |                              |                      |     |            |     |  
|               |                              | Total Non-Regulated  |     |            | 585 |   |      |    | 120 | 
|               |                              |                      |     |            |     |  
|Total          |                              | $                    | 660 |            |     | $ | 158  |   
|               |                              |                      |     |            |     |  

|                                                                                    
|------------------------------------------------------------------------------------
|Detroit Edison MWh sales for 2001 and the percentage change by year were as follows:

|                                   |              |  |                    |        |  |      |      |      |      |  |       |      |  
|---------------------------------- | ------------ |  | ------------------ | ------ |  | ---- | ---- | ---- | ---- |  | ----- | ---- | -
|                                   |              |  | 2001               |        |  | 2001 |      |      | 2000 | 
|                                   |              |  |                    |        |  |      |      |      |      | 
|                                   |              |  | (Thousands of MWh) |       
|                                   |              |  | Sales              |       
|                                   |              |  |                    |       
|Residential                        |              |  | 3,671              |        |  |      | 5.5  | %    |      |  | (0.1  | )%  
|                                  
|                                  
|                                  
|                                  
|Commercial                         |              |  | 4,503              |        |  |      | (3.3 | )    |      |  | 3.3   |     
|                                  
|                                  
|                                  
|                                  
|Industrial                         |              |  | 3,674              |        |  |      | (7.3 | )    |      |  | 11.6  |     
|                                  
|                                  
|                                  
|                                  
|Other (primarily sales for resale) |              |  | 674                |        |  |      | (2.5 | )    |      |  | 3.8   |     
|                                   |              |  |                   
|                                   | Total System |  |                    | 12,522 |  |      |      | 1.1  |      |  |       | 4.7  |  
|                                  
|                                  
|                                  
|                                  
|Wholesale sales                    |              |  | 727                |        |  |      | 49.5 |      |      |  | (56.8 | )   
|                                   |              |  |                   
|                                   | Total        |  |                    | 13,249 |  |      |      | (0.2 | )    |  |       | (0.5 | )
|                                   |              |  |                   

In 2001, residential sales increased due to greater heating demand. Commercial
sales decreased due to increased migration of customers to Electric Choice
program. Industrial sales decreased due to reduced auto and steel production.

Non-regulated revenues were higher due to an increased level of operations,
primarily at DTE Energy Trading, and the addition of new businesses.

27



---



##### Table of Contents



Operating Expenses

Fuel and Purchased Power

Fuel and purchased power expense increased for the Company due primarily to
non-regulated subsidiary expenses, principally DTE Energy Trading. Detroit
Edison fuel and purchased power expense increased due to greater
plant generation
and increased market prices of purchased energy. The increased costs are
partially offset by increased usage of lower cost coal and nuclear generation,
decreased usage of higher cost gas and oil generation, and reduced purchased
energy quantities.

System output and average delivered fuel and purchased power unit costs for
Detroit Edison were as follows:

|                          |                 |  |                    |        |  |      |        |       | 
|------------------------- | --------------- |  | ------------------ | ------ |  | ---- | ------ | ----- | 
|                          |                 |  | Three Months       |       
|                          |                 |  |                    |       
|                          |                 |  | 2001               |        |  | 2000 |       
|                          |                 |  |                    |        |  |      |       
|                          |                 |  | (Thousands of MWh) |       
|Power plant generation    |                 |  |                    |        |  |      |        |      
|                         
|                         
|                         
|                         
|                          | Fossil          |  |                    | 10,228 |  |      |        | 9,856 | 
|                         
|                         
|                         
|                         
|                          | Nuclear         |  |                    | 2,413  |  |      |        | 2,389 | 
|                         
|                         
|                         
|                         
|Purchased power           |                 |  | 1,532              |        |  |      | 1,972  |      
|                          |                 |  |                    |        |  |     
|System output             |                 |  | 14,173             |        |  |      | 14,217 |      
|                          |                 |  |                    |        |  |     
|Average unit cost ($/MWh) |                 |  |                    |        |  |      |        |      
|                         
|                         
|                         
|                         
|                          | Generation      |  | $                  | 12.34  |  |      | $      | 12.72 | 
|                          |                 |  |                    |        |  |     
|                          | Purchased power |  | $                  | 43.32  |  |      | $      | 28.98 | 
|                          |                 |  |                    |        |  |     

Operation and Maintenance

The Companys operation and maintenance expenses were higher by $30 million.
Higher non-regulated expenses ($14 million) were due to an increased level of
operations and the addition of new businesses, partially offset by a gain on
the sale of an interest in a coke battery. Higher Detroit Edison expenses ($16
million) resulted primarily from an increase in storm expense, distribution
system and plant maintenance in preparation for the summer and an increase in
benefit costs.

Depreciation and Amortization

Depreciation and amortization expense was lower due to an extension of the
amortization period resulting from the securitization of regulatory assets in
March 2001.

Income Taxes

Income tax expense for the Company increased due primarily to increased pretax
income, partially offset by increased utilization of alternate fuels credits
generated from non-regulated businesses. The majority of alternate fuels
credits are available through 2002, while others have been extended through
2007.

28



---



##### Table of Contents



ACCOUNTING FOR DERIVATIVES

Effective January 1, 2001, The Company adopted Statement of Financial
Accounting Standards No. 133 (SFAS No. 133), as amended. SFAS No. 133
establishes accounting and reporting standards for derivative instruments,
including certain derivative instruments embedded in other contracts, and for
hedging activities.

In general, SFAS No. 133 requires that companies recognize all derivatives as
either assets or liabilities on the balance sheet, measured at fair value.
SFAS No. 133 provides an exemption for certain contracts that qualify as
normal purchases and sales. To qualify for this exemption, certain criteria
must be met, including that it must be probable that the contract will result
in physical delivery.

The Companys adoption of SFAS No. 133 on January 1, 2001 resulted in the
recognition of derivative assets on the consolidated balance sheet at January
1, 2001 in the amount of $26 million, with offsetting amounts, net of tax,
recorded in other comprehensive income of $13 million, and cumulative effect of
a change in accounting principle of $3 million. As of January 1, 2001,
derivative liabilities in the amount of $85 million were also recorded as a
result of adopting SFAS No. 133, with an offsetting amount, net of tax,
recorded in other comprehensive loss, of $55 million.

Detroit Edisons adoption of SFAS No. 133 on January 1, 2001 resulted in the
recognition of derivative assets on the consolidated balance sheet at January
1, 2001 in the amount of $26 million, with offsetting amounts, net of tax,
recorded in other comprehensive income of $13 million, and cumulative effect of
a change in accounting principle of $3 million. As of January 1, 2001,
derivative liabilities in the amount of $10 million were also recorded as a
result of adopting SFAS No. 133, with an offsetting amount, net of tax,
recorded in cumulative effect of a change in accounting principle of $(6)
million.

See Note 5  Financial and Other Derivative Instruments herein for additional
information.

FORWARD-LOOKING STATEMENTS

Certain information presented herein is based on the expectations of the
Company and Detroit Edison, and, as such, is forward-looking. The Private
Securities Litigation Reform Act of 1995 encourages reporting companies to
provide analyses and estimates of future prospects and also permits reporting
companies to point out that actual results may differ from those anticipated.

Actual results for the Company and Detroit Edison may differ from those
expected due to a number of variables including, but not limited to, interest
rates, the level of borrowings, weather, actual sales, changes in the cost of
fuel and purchased power due to the suspension of the PSCR mechanism (including
natural gas subsequent to the pending merger with MCN), the effects of
competition and the phased-in implementation of Electric Choice, the
implementation of utility restructuring in Michigan (which involves pending
regulatory and related judicial proceedings, and actual and possible reductions
in rates and earnings), environmental and nuclear requirements,

29



---



##### Table of Contents



the impact of FERC proceedings and regulations, and the contributions to
earnings by non-regulated businesses. In addition, expected results will be
affected by the Companys pending merger with MCN and the timing of the
accretive effect of such merger. While the Company and Detroit Edison believe
that estimates given accurately measure the expected outcome, actual results
could vary materially due to the variables mentioned, as well as others.




Item 3  Quantitative and Qualitative Disclosures About Market Risk.

Interest Rate Risk

The Company is subject to interest rate risk in conjunction with the
anticipated issuance of long-term debt to be used to finance the merger with
MCN. The Companys exposure to interest rate risk arises from market
fluctuations in interest rates until the date of the anticipated debt issuance.
To limit the sensitivity to interest rate fluctuations, the Company has
entered into a series of forward-starting interest rate swaps and Treasury
locks and designated such instruments as hedges. See Note 5 for further
discussion of these derivative financial instruments.

A sensitivity analysis model was used to calculate the fair values of the
Companys derivative financial instruments, utilizing applicable market
interest rates in effect at March 31, 2001. The sensitivity analysis involved
increasing and decreasing the market rates by a hypothetical 10% and
calculating the resulting change in the fair values of the interest rate
sensitive instruments. The favorable (unfavorable) changes in fair value are
as follows:

|                                                        |                          |           |  |                   |  |   |     |     |      |  |                   |  |  |  |  |  |  |   |      |      |       |  
|------------------------------------------------------- | ------------------------ | --------- |  | ----------------- |  | - | --- | --- | ---- |  | ----------------- |  |  |  |  |  |  | - | ---- | ---- | ----- | -
|                                                        |                          |           |  | Assuming 10%      |  |   |     |     |      |  | Assuming 10%     
|                                                        |                          |           |  | Increase in Rates |  |   |     |     |      |  | Decrease in Rates
|                                                        |                          |           |  |                   |  |   |     |     |      |  |                  
|                                                        |                          |           |  | (Millions)       
|Interest Rate Risk                                     
|                                                       
|                                                       
|                                                       
|                                                       
|Interest Rate Sensitive
Forward Starting Swaps  5-year |                          |           |  |                   |  | $ | 6.1 |     |      |  |                   |  |  |  |  |  |  | $ | (6.3 | )   
|                                                       
|                                                       
|                                                       
|                                                       
|                                                        |                          |  10-year |  |                   |  |   |     |     | 19.6 |  |                   |  |  |  |  |  |  |   |      |      | (20.9 | )
|                                                       
|                                                       
|                                                       
|                                                       
|                                                        | Treasury Locks  10-year |           |  |                   |  |   |     | 1.8 |      |  |                   |  |  |  |  |  |  |   |      | (1.9 | )    
|                                                       
|                                                       
|                                                       
|                                                       
|                                                        |                          |  30-year |  |                   |  |   |     |     | 12.0 |  |                   |  |  |  |  |  |  |   |      |      | (12.3 | )

Commodity Price Risk

Detroit Edison is subject to commodity price risk in conjunction
with the anticipated purchase of electricity to meet reliability
obligations during times of peak customer demand.  Detroit Edison's
exposure to commodity price risk arises from market fluctuations in
commodity prices until the date of the anticipated purchase of
electricity. To limit the sensitivity to commodity price fluctuations,
Detroit Edison has entered into a series of forward electricity
contracts and option contracts.  See Note 5 for further discussion of
these derivative instruments.

A sensitivity analysis model was used to calculate the fair values
of Detroit Edison's derivative instruments, utilizing applicable
commodity prices in effect at March 31, 2001. The sensitivity
analysis involved increasing and decreasing the commodity prices by a
hypothetical 10% and calculating the resulting change in the fair
values of the commodity price sensitive instruments.  The favorable
(unfavorable) changes in fair value are as follows:

|                                        |  |  |  |                  |  |   |      |   |  |  |                  |  |  |  |  |  |  |   |     |  |  | 
|--------------------------------------- |  |  |  | ---------------- |  | - | ---- | - |  |  | ---------------- |  |  |  |  |  |  | - | --- |  |  | 
|                                        |  |  |  | Assuming 10%     |  |   |      |   |  |  | Assuming 10%    
|                                        |  |  |  | Increase in      |  |   |      |   |  |  | Decrease in     
|                                        |  |  |  | Commodity Prices |  |   |      |   |  |  | Commodity Prices
|                                        |  |  |  |                  |  |   |      |   |  |  |                 
|                                        |  |  |  | (Millions)      
|Forward
Electricity and OptionContracts |  |  |  |                  |  | $ | (8.4 | ) |  |  |                  |  |  |  |  |  |  | $ | 8.2

30



---



##### Table of Contents



QUARTERLY REPORT ON FORM 10-Q FOR
DTE ENERGY COMPANY









Item 5  Other Information.

David E. Meador was elected Senior Vice President and Chief Financial Officer
of the Company and Detroit Edison, effective with the close of the pending
merger with MCN. Mr. Meador was Controller, Mopar Parts Division, at Chrysler
Corporation, an international automotive manufacturer, from November 1996 until
February 1997. From 1986 to 1996, he held a variety of executive financial
positions at Chrysler. Effective February 28, 1997, he was elected Vice
President and effective March 29, 1997, he assumed the duties of Controller.
Effective April 28, 1999, he was elected Vice President  Finance and
Accounting and effective May 15, 2000, he was elected Senior Vice President and
Treasurer.

Larry G. Garberding, current Executive Vice President and Chief Financial
Officer, will continue as executive vice president and a member of the board of
directors until his retirement at year-end.

Effective February 28, 2001, Daniel G. Brudzynski was elected Vice President
and Controller, respectively, of the Company and Detroit Edison. Mr.
Brudzynski was Manager, Product Development Finance and Manager, Forecasting
Redesign and Implementation at Chrysler Corporation, an international
automotive manufacturer, from 1995 until 1997. He joined Detroit Edison in
1997 as Assistant Controller. Effective April 28, 1999, he was elected
Controller and Assistant Vice President.

31



---



##### Table of Contents
















Item 1  Condensed Consolidated Financial Statements (Unaudited).

See pages 11 through 15.




Item 2  Managements Discussion
and Analysis of Financial Condition and Results of Operations.

See the Companys and Detroit Edisons Item 2  Managements Discussion and
Analysis of Financial Condition and Results of Operations, which is
incorporated herein by reference.









Item 1  Legal Proceedings.

In April 2001, the Michigan Court of Appeals denied plaintiffs application for
leave for an interlocutory hearing on the trial courts denial of class
certification in Coch, et al v. Detroit Edison (Circuit Court for Wayne County,
Michigan). This matter, which alleges employment-related claims of
discrimination, is proceeding as nine separate claims. Detroit Edison believes
all claims are without merit.




Item 5  Other Information.

On March 20, 2001, the International Transmission Company (ITC), currently a
wholly owned subsidiary of Detroit Edison, along with other members of the
Alliance Regional Transmission Organization (RTO), filed with FERC a settlement
agreement with parties of the Midwest Independent System Operator (ISO). Both
parties are developing proposals for a regional transmission organization in
the Midwest. The settlement allows the business models for the Midwest ISO and
the Alliance RTO to continue developing. The development of a single rate was
agreed to and any eligible customer taking service under either the Midwest ISO
Open Access Transmission Tariff (OATT) or the Alliance RTO OATT will be able to
obtain service at this single rate. This rate will be in effect until at least
December 31, 2004. The parties will also coordinate activities for
transmission and transmission-related services, and plan to be operational by
December 15, 2001.

The MPSC initiated a case in February 2001 to address the August 2000 request
by ABATE to consider the consequences of the transfer of transmission assets
from Detroit Edison to ITC. In March 2001, ABATE filed a motion to consolidate
its request with the application that Detroit Edison must file by June 5, 2001,
proposing to unbundle its commercial and industrial rates. Detroit Edison
supported ABATEs
consolidation request, and the case has been adjourned until Detroit Edison
files its case.

32



---



##### Table of Contents









Item 6  Exhibits and Reports on Form 8-K.

(a) Exhibits

|                           
|---------------------------
|(i) Exhibits filed herewith

|        |  |                                                                                                                                                                        
|------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit
|Number 
|       
|4-222   |  | Supplemental Indenture, dated as of March 15, 2001, between Detroit
Edison and First Chicago Trust Company of
New York, establishing the 2001 Series AP Mortgage Bonds.
|       
|       
|       
|       
|4-223   |  | First Supplemental Indenture, dated as of April 9,
2001, between DTE Energy and The Bank of New York, as trustee.                                                      
|       
|       
|       
|       
|4-224   |  | Second Supplemental Indenture, dated as of April 9,
2001, between DTE Energy and the Bank of New York, as trustee.                                                     
|       
|       
|       
|       
|4-225   |  | Third Supplemental Indenture, dated as of April 9,
2001, among DTE Capital Corporation, DTE Energy and The Bank of
New York, as trustee                                
|       
|       
|       
|       
|10-41*  |  | Executive Vehicle Plan                                                                                                                                                 
|       
|       
|       
|       
|10-42   |  | Securitization Property Sale Agreement, dated March 9,
2001, between Detroit Edison and The Detroit Edison
Securitization Funding LLC                                  
|       
|       
|       
|       
|10-43*  |  | DTE Energy 2001 Stock Incentive Plan                                                                                                                                   
|       
|       
|       
|       
|10-44*  |  | DTE Energy Annual Incentive Plan                                                                                                                                       
|       
|       
|       
|       
|11-22 - |  | DTE Energy Company Basic and Diluted Earnings Per
Share of Common Stock.                                                                                               
|       
|       
|       
|       
|12-30 - |  | DTE Energy Company Computation of Ratio of Earnings
to Fixed Charges.                                                                                                  
|       
|       
|       
|       
|12-31 - |  | The Detroit Edison Company Computation of Ratio of
Earnings to Fixed Charges.                                                                                          
|       
|       
|       
|       
|15-16 - |  | Awareness Letter of Deloitte & Touche LLP regarding
their report dated May 9, 2001.                                                                                    

33



---



##### Table of Contents



|        |  |                                                                                                                                                                                                                                                                                
|------- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit
|Number 
|       
|       
|       
|       
|       
|99-40   |  | Assignment and Assumption Agreement, dated as of April
9, 2001, among DTE Capital, DTE Energy, Citibank, N.A., as agent
for the Lenders Party to the Fourth Amended and Restated $400
million Credit Agreement, dated as of January 16, 2001.                                  
|       
|       
|       
|       
|99-41   |  | Inter-Creditor Agreement dated as of March 9, 2001,
among Citicorp North America, Inc., Citibank, N.A., The Bank of
New York, The Detroit Edison Securitization Funding LLC and
Detroit Edison.                                                                                
|       
|       
|       
|       
|99-42   |  | Amendment, dated March 9, 2001, to Trade Receivables
Purchase and Sale Agreement, dated as of February 28, 1989, as
amended, among Detroit Edison, Citibank, N.A. and Citicorp North
America, Inc.                                                                             
|       
|       
|       
|       
|99-43   |  | Amended and Restated Trade Receivables Purchase and
Sale Agreement, dated March 9, 2001, among Detroit Edison,
Corporate Asset Funding Company, Inc., Citibank, N. A. and
Citicorp North America, Inc.                                                                         
|       
|       
|       
|       
|(ii)    |  | Exhibits incorporated herein by reference.                                                                                                                                                                                                                                     
|       
|       
|       
|       
|2(a) -  |  | Agreement and Plan of Merger, among DTE Energy,
MCN Energy Group, Inc. and DTE Enterprises, Inc., dated as of
October 4, 1999 and amended as of November 12, 1999, as
further amended as of February 28, 2001. (Exhibit 2-2 to Form
10-K for the year ended December 31, 2000.)
|       
|       
|       
|       
|3(a) -  |  | Amended and Restated Articles of Incorporation
of DTE Energy Company Energy Company dated December 13, 1995.
(Exhibit 3-5 to Form 10-Q for quarter ended September 30,
1997.)                                                                                                  
|       
|       
|       
|       
|3(b) -  |  | Certificate of Designation of Series A Junior
Participating Preferred Stock of DTE Energy Company. (Exhibit
3-6 to Form 10-Q for quarter ended September 30, 1997.)                                                                                                            
|       
|       
|       
|       
|3(c) -  |  | Restated Articles of Incorporation of Detroit
Edison, as filed December 10,1991 with the State of Michigan,
Department of Commerce  Corporation and Securities Bureau
(Exhibit 3-13 to Form 10-Q for quarter ended June 30, 1999.)                                            
|       
|       
|       
|       
|3(d) -  |  | Articles of Incorporation of DTE Enterprises,
Inc. (Exhibit 3.5 to Registration No. 333-89175.)                                                                                                                                                                                
|       
|       
|       
|       
|3(e) -  |  | Rights Agreement, dated as of September 23,
1997, by and between DTE Energy Company and The Detroit Edison
Company, as Rights Agent (Exhibit 4-1 to DTE Energy Company
Current Report on Form 8-K, dated September 23, 1997.)                                                  

34



---



##### Table of Contents



|        |  |                                                                                                                                                                                                                                                                                                                                   
|------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit
|Number 
|       
|       
|       
|       
|       
|3(f) -  |  | Agreement and Plan of Exchange (Exhibit 1(2) to
DTE Energy Form 8-B filed January 2, 1996, File No. 1-11607.)                                                                                                                                                                                                                     
|       
|       
|       
|       
|3(g) -  |  | Bylaws of DTE Energy Company, as amended
through September 22, 1999. (Exhibit 3-3 to Registration No.
333-89175.)                                                                                                                                                                                                                 
|       
|       
|       
|       
|3(h) -  |  | Bylaws of The Detroit Edison Company, as
amended through September 22, 1999. (Exhibit 3-14 to Form
10-Q for quarter ended September 30, 1999.)                                                                                                                                                                                    
|       
|       
|       
|       
|3(i) -  |  | Bylaws of DTE Enterprises, Inc. (Exhibit 3.6 to
Registration No. 333-89175.)                                                                                                                                                                                                                                                      
|       
|       
|       
|       
|4(a) -  |  | Mortgage and Deed of Trust, dated as of October
1, 1924, between Detroit Edison (File No. 1-2198) and First
Chicago Trust Company of New York as Trustee (Exhibit B-1 to
Registration No. 2-1630) and indentures supplemental thereto,
dated as of dates indicated below, and filed as exhibits to
the filings as set forth below:

|                  |  |                                                            
|----------------- |  | -----------------------------------------------------------
|September 1, 1947 |  | Exhibit B-20 to Registration No. 2-7136                    
|                 
|                 
|                 
|                 
|November 15, 1971 |  | Exhibit 2-B-38 to Registration No. 2-42160                 
|                 
|                 
|                 
|                 
|January 15, 1973  |  | Exhibit 2-B-39 to Registration No. 2-46595                 
|                 
|                 
|                 
|                 
|June 1, 1978      |  | Exhibit 2-B-51 to Registration No. 2-61643                 
|                 
|                 
|                 
|                 
|June 30, 1982     |  | Exhibit 4-30 to Registration No. 2 78941                   
|                 
|                 
|                 
|                 
|August 15, 1982   |  | Exhibit 4-32 to Registration No. 2-79674                   
|                 
|                 
|                 
|                 
|December 1, 1989  |  | Exhibit 4-211 to Form 10-K for year ended
December 31, 2000
|                 
|                 
|                 
|                 
|February 15, 1990 |  | Exhibit 4-212 to Form 10-K for year ended
December 31, 2000
|                 
|                 
|                 
|                 
|April 1, 1991     |  | Exhibit 4-15 to Form 10-K for year
Ended December 31, 1996 
|                 
|                 
|                 
|                 
|November 1, 1991  |  | Exhibit 4-181 to Form 10-K for year ended
December 31, 1996
|                 
|                 
|                 
|                 
|January 15, 1992  |  | Exhibit 4-182 to Form 10-K for year ended
December 31, 1996
|                 
|                 
|                 
|                 
|February 29, 1992 |  | Exhibit 4-187 to Form 10-Q for
Quarter ended March 31, 1998
|                 
|                 
|                 
|                 
|April 15, 1992    |  | Exhibit 4-188 to Form 10-Q for quarter ended
March 31, 1998
|                 
|                 
|                 
|                 
|July 15, 1992     |  | Exhibit 4-189 to Form 10-Q for Quarter ended
March 31, 1998
|                 
|                 
|                 
|                 
|November 30, 1992 |  | Exhibit 213 to Form 10-K for year ended
December 31, 2000  
|                 
|                 
|                 
|                 
|January 1, 1993   |  | Exhibit 4-131 to Registration No. 33-56496                 
|                 
|                 
|                 
|                 
|March 1, 1993     |  | Exhibit 4-191 to Form 10-Q for
quarter ended March 31, 1998
|                 
|                 
|                 
|                 
|April 1, 1993     |  | Exhibit 4-214 to Form 10-K for year ended
December 31, 2000

35



---



##### Table of Contents



|                   |  |                                                                             
|------------------ |  | ----------------------------------------------------------------------------
|                  
|                  
|                  
|                  
|April 26, 1993     |  | Exhibit 4-215 to Form 10-K for
Year ended December 31, 2000                 
|                  
|                  
|                  
|                  
|May 31, 1993       |  | Exhibit 4-148 to Registration No. 33-64296                                  
|                  
|                  
|                  
|                  
|June 30, 1993      |  | Exhibit 4-216 to Form 10-K for year ended
December 31, 2000 (1993 Series AP)
|                  
|                  
|                  
|                  
|June 30, 1993      |  | Exhibit 4-150 to Form 10-Q for quarter ended June 30, 1993
(1993 Series H)  
|                  
|                  
|                  
|                  
|September 15, 1993 |  | Exhibit 4-217 to Form 10-K for
Year ended December 31, 2000                 
|                  
|                  
|                  
|                  
|March 1, 1994      |  | Exhibit 4-163 to Registration No. 33-53207                                  
|                  
|                  
|                  
|                  
|June 15, 1994      |  | Exhibit 4-218 to Form 10-K for year
ended December 31, 2000                 
|                  
|                  
|                  
|                  
|August 15, 1994    |  | Exhibit 4-220 to Form 10-K for year
Ended December 31, 2000                 
|                  
|                  
|                  
|                  
|August 1, 1995     |  | Exhibit 4-221 to Form 10-K for year
ended December 31, 2000                 
|                  
|                  
|                  
|                  
|August 1, 1999     |  | Exhibit 4-204 to Form 10-Q for quarter ended
September 30, 1999             
|                  
|                  
|                  
|                  
|August 15, 1999    |  | Exhibit 4-205 to Form 10-Q for quarter ended
September 30, 1999             
|                  
|                  
|                  
|                  
|January 1, 2000    |  | Exhibit 4-205 to Form 10-K for year ended
December 31, 1999                 
|                  
|                  
|                  
|                  
|April 15, 2000     |  | Exhibit 206 to Form 10-Q for quarter
ended March 31, 2000.                  
|                  
|                  
|                  
|                  
|August 1, 2000     |  | Exhibit 4-210 to Form 10-Q for
Quarter ended September 30, 2000             

|       |  |                                                                                                                                                                                                                                                 
|------ |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|4(b) - |  | Collateral Trust Indenture (notes), dated as of
June 30, 1993 (Exhibit 4-152 to Registration No. 33-50325).                                                                                                                                     
|      
|      
|      
|      
|4(c) - |  | First Supplemental Note Indenture, dated as of June 30, 1993
(Exhibit 4-153 to Registration No. 33-50325).                                                                                                                                      
|      
|      
|      
|      
|4(d) - |  | First Amendment, dated as of July, 2000, to the
First Supplemental Indenture, dated as of June 30, 1993, to
the Collateral Trust Indenture (Notes), dated as of June 30,
1993 (Exhibit 4-208 to Form 10-Q for quarter ended September
30, 2000).
|      
|      
|      
|      
|4(e) - |  | Second Supplemental Note Indenture, dated as of
September 15, 1993 (Exhibit 4-159 to Form 10-Q for quarter
ended September 30, 1993).                                                                                                           
|      
|      
|      
|      
|4(f)   |  | First Amendment, dated as of August 15, 1996, to
Second Supplemental Note Indenture (Exhibit 4-17 to Form 10-Q
for quarter ended September 30, 1996).                                                                                           

36



---



##### Table of Contents



|       |  |                                                                                                                                                                                                                                                                                                                                                                                                                                            
|------ |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      
|      
|      
|      
|4(g) - |  | Third Supplemental Note Indenture, dated as of
August 15, 1994 (Exhibit 4-169 to Form 10-Q for quarter ended
September 30, 1994).                                                                                                                                                                                                                                                                                                          
|      
|      
|      
|      
|4(h) - |  | First Amendment, dated as of December 12, 1995,
to Third Supplemental Note Indenture, dated as of August 15,
1994 (Exhibit 4-12 to Registration No. 333-00023).                                                                                                                                                                                                                                                                            
|      
|      
|      
|      
|4(i) - |  | Sixth Supplemental Note Indenture, dated as of
May 1, 1998, between Detroit Edison and Bankers Trust Company,
as Trustee, creating the 7.54% Quarterly Income Debt
Securities (QUIDS), including form of QUIDS. (Exhibit 4-193
to Form 10-Q for quarter ended June 30, 1998.)                                                                                                                                                            
|      
|      
|      
|      
|4(j)-  |  | Seventh Supplemental Note Indenture, dated as
of October 15, 1998, between Detroit Edison and Bankers Trust
Company, as Trustee, creating the 7.375% QUIDS, including
form of QUIDS. (Exhibit 4-198 to Form 10-K for year ended
December 31, 1998.)                                                                                                                                                                                        
|      
|      
|      
|      
|4-(k)- |  | Eighth Supplemental Indenture, dated as of
April 15, 2000, appointing Bank One Trust Company of New York
as Trustee under the Detroit Edison Trust Indenture (Notes),
dated as of June 30, 1993. (Exhibit 4-207 to form 10-Q for the
quarter ended March 31, 2000.)                                                                                                                                                                        
|      
|      
|      
|      
|4(l)-  |  | Standby Note Purchase Credit Facility, dated
as of August 17, 1994, among The Detroit Edison Company,
Barclays Bank PLC, as Bank and Administrative Agent, Bank of
America, The Bank of New York, The Fuji Bank Limited, the
Long-Term Credit Bank of Japan, LTD, Union Bank and Citicorp
Securities, Inc. and First Chicago Capital Markets, Inc. as
Remarketing Agents (Exhibit 99-18 to Form 10-Q for quarter
ended September 30, 1994.)
|      
|      
|      
|      
|4(m)-  |  | Amended and Restated Indenture, dated as of
April 9, 2001, between DTE Energy Corporation and The Bank of
New York, as Trustee. (Exhibit 4.1 to Registration No.
333-58834.)                                                                                                                                                                                                                                                               
|      
|      
|      
|      
|99(a)- |  | Belle River Participation Agreement between
Detroit Edison and Michigan Public Power Agency, dated as of
December 1, 1982 (Exhibit 28-5 to Registration No. 2-81501).                                                                                                                                                                                                                                                                      
|      
|      
|      
|      
|99(b)- |  | Belle River Transmission Ownership and
Operating Agreement between Detroit Edison and Michigan Public
Power Agency, dated as of December 1, 1982 (Exhibit 28-6 to
Registration No. 2-81501).                                                                                                                                                                                                                                               
|      
|      
|      
|      
|99(c)- |  | 1988 Amended and Restated Loan Agreement,
dated as of October 4, 1988, between Renaissance Energy
Company (an unaffiliated company) (Renaissance) and Detroit
Edison (Exhibit 99-6 to Registration No. 33-50325).                                                                                                                                                                                                                        

37



---



##### Table of Contents



|        |  |                                                                                                                                                                                                                                                                                                                                                
|------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       
|       
|       
|       
|99(d)  |  | First Amendment to 1988 Amended and Restated
Loan Agreement, dated as of February 1, 1990, between Detroit
Edison and Renaissance (Exhibit 99-7 to Registration No.
33-50325).                                                                                                                                                                 
|       
|       
|       
|       
|99(e)  |  | Second Amendment to 1988 Amended and Restated Loan
Agreement, dated as of September 1, 1993, between Detroit
Edison and Renaissance (Exhibit 99-8 to Registration No.
33-50325).                                                                                                                                                               
|       
|       
|       
|       
|99(f)  |  | Third Amendment, dated as of August 28, 1997,
to 1988 Amended and Restated Loan Agreement between Detroit
Edison and Renaissance. (Exhibit 99-22 to Form 10-Q for
quarter ended September 30, 1997.)                                                                                                                                           
|       
|       
|       
|       
|99(g)  |  | $200,000,000 364-Day Credit Agreement, dated as
of September 1, 1993, among Detroit Edison, Renaissance and
Barclays Bank PLC, New York Branch, as Agent (Exhibit 99-12 to
Registration No. 33-50325).                                                                                                                                         
|       
|       
|       
|       
|99(h)  |  | First Amendment, dated as of August 31, 1994,
to $200,000,000 364-Day Credit Agreement, dated September 1,
1993, among The Detroit Edison Company, Renaissance Energy
Company, the Banks party thereto and Barclays Bank, PLC, New
York Branch, as Agent (Exhibit 99-19 to Form 10-Q for quarter
ended September 30, 1994).                    
|       
|       
|       
|       
|99(i)  |  | Third Amendment, dated as of March 8, 1996, to
$200,000,000 364-Day Credit Agreement, dated September 1,
1993, as amended, among Detroit Edison, Renaissance, the Banks
party thereto and Barclays Bank, PLC, New York Branch, as
Agent (Exhibit 99-11 to Form 10-Q for quarter ended March 31,
1996).                                         
|       
|       
|       
|       
|99(j)  |  | Fourth Amendment, dated as of August 29, 1996,
to $200,000,000 364-Day Credit Agreement as of September 1,
1990, as amended, among Detroit Edison, Renaissance, the Banks
party thereto and Barclays Bank, PLC, New York Branch, as
Agent (Exhibit 99-13 to Form 10-Q for quarter ended September
30, 1996).                                   
|       
|       
|       
|       
|99(k)  |  | Fifth Amendment, dated as of September 1, 1997, to
$200,000,000 Multi-Year Credit Agreement, dated as of
September 1, 1993, as amended, among Detroit Edison,
Renaissance, the Banks Party thereto and Barclays Bank PLC,
New York Branch, as Agent. (Exhibit 99-24 to Form 10-Q for
quarter ended September 30, 1997.)                        
|       
|       
|       
|       
|99(l)  |  | Seventh Amendment, dated as of August 26,
1999, to $200,000,000 364-Day Credit Agreement, dated as of
September 1, 1993, as amended among The Detroit Edison
Company, Renaissance Energy Company, the Banks parties thereto
and Barclays Bank PLC, New York branch as Agent. (Exhibit
99-30 to Form 10-Q for quarter ended September 30, 1999.)

38



---



##### Table of Contents



|       |  |                                                                                                                                                                                                                                                                                                                                              
|------ |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      
|      
|      
|      
|99(m)- |  | Eighth Amendment, dated as of August 24, 2000, to
the $200,000,000 364-Day Credit Agreement, dated as of September
1, 1993, as amended, among Detroit Edison, Renaissance, the
Banks party thereto and Barclays Bank PLC, New York Branch, as
agent. (Exhibit 99-36 to Form 10-Q for the quarter ended
September 30, 2000.)                  
|      
|      
|      
|      
|99(n)- |  | $200,000,000 Three-Year Credit Agreement, dated
September 1, 1993, among Detroit Edison, Renaissance and
Barclays Bank, PLC, New York Branch, as Agent (Exhibit 99-13 to
Registration No. 33-50325).                                                                                                                                         
|      
|      
|      
|      
|99(o)- |  | First Amendment, dated as of September 1, 1994, to
$200,000,000 Three-Year Credit Agreement, dated as of September
1, 1993, among The Detroit Edison Company, Renaissance Energy
Company, the Banks party thereto and Barclays Bank, PLC, New York
Branch, as Agent (Exhibit 99-20 to Form 10-Q for quarter ended
September 30, 1994).       
|      
|      
|      
|      
|99(p)- |  | Third Amendment, dated as of March 8, 1996, to
$200,000,000 Three-Year Credit Agreement, dated September 1,
1993, as amended among Detroit Edison, Renaissance, the Banks
party thereto and Barclays Bank, PLC, New York Branch, as
Agent (Exhibit 99-12 to Form 10-Q for quarter ended March 31,
1996).                                     
|      
|      
|      
|      
|99(q)- |  | Fourth Amendment, dated as of September 1, 1996, to
$200,000,000 Multi-Year (formerly Three-Year) Credit
Agreement, dated as of September 1, 1993, as amended among
Detroit Edison, Renaissance, the Banks party thereto and
Barclays Bank, PLC, New York Branch, as Agent (Exhibit 99-14
to Form 10-Q for quarter ended September 30, 1996).
|      
|      
|      
|      
|99(r)- |  | Fifth Amendment, dated as of August 28, 1997, to
$200,000,000 364-Day Credit Agreement, dated as of September
1, 1990, as amended, among Detroit Edison, Renaissance, the
Banks Party thereto and Barclays Bank PLC, New York Branch, as
Agent. (Exhibit 99-25 to Form 10-Q for quarter ended
September 30, 1997.)                           
|      
|      
|      
|      
|99(s)- |  | Sixth Amendment, dated as of August 27, 1998,
to $200,000,000 364-Day Credit Agreement dated as of September
1, 1990, as amended, among Detroit Edison, Renaissance, the
Banks party thereto and Barclays Bank PLC, New York Branch, as
agent. (Exhibit 99-32 to Registration No. 333-65765.)                                                
|      
|      
|      
|      
|99(t)- |  | 1988 Amended and Restated Nuclear Fuel Heat
Purchase Contract, dated October 4, 1988, between Detroit
Edison and Renaissance (Exhibit 99-9 to Registration No.
33-50325).                                                                                                                                                                    

39



---



##### Table of Contents



|         |  |                                                                                                                                                                                                                                                                                                                                                                                      
|-------- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|        
|        
|        
|        
|99(u)   |  | First Amendment to 1988 Amended and Restated
Nuclear Fuel Heat Purchase Contract, dated as of February 1,
1990, between Detroit Edison and Renaissance (Exhibit 99-10 to
Registration No. 33-50325).                                                                                                                                                                                 
|        
|        
|        
|        
|99(v)   |  | Eighth Amendment, dated as of August 26, 1999
to 1988 Amended and Restated Nuclear Fuel heat Purchase
Contract between Detroit Edison and Renaissance Energy
Company. (Exhibit 99-31 to Form 10-Q for quarter ended
September 30, 1999.)                                                                                                                                             
|        
|        
|        
|        
|99(w)   |  | U.S. $160,000,000 Standby Note Purchase Credit
Facility, dated as of October 26, 1999, among Detroit Edison,
the Banks signatory thereto, Barclays Bank PLC, as
Administrative Agent and Barclays Capital Inc., Lehman
Brothers Inc. and Banc One Capital Markets, Inc., as
Remarketing Agents. (Exhibit 99-29 to Form 10-Q for quarter
ended September 30, 1999.                   
|        
|        
|        
|        
|99(x)   |  | Standby Note Purchase Credit Facility, dated as
of September 12, 1997, among The Detroit Edison Company and
the Banks Signatory thereto and The Chase Manhattan Bank, as
Administrative Agent, and Citicorp Securities, Inc., Lehman
Brokers, Inc., as Remarketing Agents and Chase Securities,
Inc. as Arranger. (Exhibit 99-26 to Form 10-Q for quarter
ended September 30, 1997.)
|        
|        
|        
|        
|99(y)   |  | Fourth Amended and Restated Credit Agreement,
Dated as of January 16, 2001 among DTE Capital Corporation,
the Initial Lenders, Citibank, N.A., as Agent, and ABN AMRO
Bank N.V., Bank One N.A., Barclays Bank PLC, Bayerische
[Landesbank Girozertrale, Cayman Islands Branch, Comerica Bank
and Den Daske Bank Aktieselskab], as Co-Agents.                                         
|        
|        
|        
|        
|99(z)   |  | Order, dated November 2, 2000, of the Michigan Public Service
Commission in U-12478 (Exhibit 99-3780 to Form 10-Q for quarter
ended September 30, 2000).                                                                                                                                                                                                                             
|        
|        
|        
|        
|99(aa)  |  | Order, dated January 4, 2001, of the Michigan Public Service
Commission in U-12478.                                                                                                                                                                                                                                                                                                  



| | * |  | Denotes management contract or compensatory plan or
arrangement.
| | - |  | ----------------------------------------------------------------



|(b) |  | On March 8, 2001, the Company filed a Current Report on Form 8-K
giving post merger earnings guidance.
|--- |  | ------------------------------------------------------------------------------------------------------

40



---



##### Table of Contents






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.

|     |  |             |  |  |  |                               | 
|---- |  | ----------- |  |  |  | ----------------------------- | 
|     |  |             |  |  |  | DTE ENERGY COMPANY            | 
|     |  |             |  |  |  |                               | 
|     |  |             |  |  |  | (Registrant)                  | 
|    
|     |  |             |  |  |  | By /s/ DANIEL G. BRUDZYNSKI  
|     |  |             |  |  |  |                               | 
|     |  |             |  |  |  | Daniel G. Brudzynski         
|     |  |             |  |  |  | Vice President and Controller
|    
|Date |  | May 9, 2001 |  |  |  | /s/ ELAINE M. GODFREY        
|     |  |             |  |  |  |                              
|     |  |             |  |  |  | Elaine M. Godfrey            
|     |  |             |  |  |  | Assistant Corporate Secretary
|    
|Date |  | May 9, 2001 |  |  |  | /s/ DANIEL G. BRUDZYNSKI     
|     |  |             |  |  |  |                              
|     |  |             |  |  |  | Daniel G. Brudzynski         
|     |  |             |  |  |  | Vice President and Controller

41



---



##### Table of Contents






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    | 
|     |  |             |  |  |  |                               | 
|     |  |             |  |  |  | (Registrant)                  | 
|    
|     |  |             |  |  |  | By /s/ DANIEL G. BRUDZYNSKI  
|     |  |             |  |  |  |                               | 
|     |  |             |  |  |  | Daniel G. Brudzynski         
|     |  |             |  |  |  | Vice President and Controller
|    
|Date |  | May 9, 2001 |  |  |  | /s/
ELAINE M. GODFREY        
|     |  |             |  |  |  |                              
|     |  |             |  |  |  | Elaine M. Godfrey            
|     |  |             |  |  |  | Assistant Corporate Secretary
|    
|Date |  | May 9, 2001 |  |  |  | /s/ DANIEL G. BRUDZYNSKI     
|     |  |             |  |  |  |                              
|     |  |             |  |  |  | Daniel G. Brudzynski         
|     |  |             |  |  |  | Vice President and Controller

42



---



##### Table of Contents



Exhibit Index

|        |  |                                                                                                                                                                        
|------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit
|Number 
|       
|4-222   |  | Supplemental Indenture, dated as of March 15, 2001, between Detroit
Edison and First Chicago Trust Company of
New York, establishing the 2001 Series AP Mortgage Bonds.
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|4-223   |  | First Supplemental Indenture, dated as of April 9,
2001, between DTE Energy and The Bank of New York, as trustee.                                                      
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|4-224   |  | Second Supplemental Indenture, dated as of April 9,
2001, between DTE Energy and the Bank of New York, as trustee.                                                     
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|4-225   |  | Third Supplemental Indenture, dated as of April 9,
2001, among DTE Capital Corporation, DTE Energy and The Bank of
New York, as trustee                                
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|10-41*  |  | Executive Vehicle Plan                                                                                                                                                 
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|10-42   |  | Securitization Property Sale Agreement, dated March 9,
2001, between Detroit Edison and The Detroit Edison
Securitization Funding LLC                                  
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|10-43*  |  | DTE Energy 2001 Stock Incentive Plan                                                                                                                                   
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|10-44*  |  | DTE Energy Annual Incentive Plan                                                                                                                                       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|11-22  |  | DTE Energy Company Basic and Diluted Earnings Per
Share of Common Stock.                                                                                               
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|12-30  |  | DTE Energy Company Computation of Ratio of Earnings
to Fixed Charges.                                                                                                  
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|12-31  |  | The Detroit Edison Company Computation of Ratio of
Earnings to Fixed Charges.                                                                                          
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|15-16  |  | Awareness Letter of Deloitte & Touche LLP regarding
their report dated May 9, 2001.                                                                                    





---



##### Table of Contents



|       |  |                                                                                                                                                                                                                                                                                
|------ |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      
|      
|      
|      
|99-40  |  | Assignment and Assumption Agreement, dated as of April
9, 2001, among DTE Capital, DTE Energy, Citibank, N.A., as agent
for the Lenders Party to the Fourth Amended and Restated $400
million Credit Agreement, dated as of January 16, 2001.                                  
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|99-41  |  | Inter-Creditor Agreement dated as of March 9, 2001,
among Citicorp North America, Inc., Citibank, N.A., The Bank of
New York, The Detroit Edison Securitization Funding LLC and
Detroit Edison.                                                                                
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|99-42  |  | Amendment, dated March 9, 2001, to Trade Receivables
Purchase and Sale Agreement, dated as of February 28, 1989, as
amended, among Detroit Edison, Citibank, N.A. and Citicorp North
America, Inc.                                                                             
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|99-43  |  | Amended and Restated Trade Receivables Purchase and
Sale Agreement, dated March 9, 2001, among Detroit Edison,
Corporate Asset Funding Company, Inc., Citibank, N. A. and
Citicorp North America, Inc.                                                                         
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|(ii)   |  | Exhibits incorporated herein by reference.                                                                                                                                                                                                                                     
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|2(a)  |  | Agreement and Plan of Merger, among DTE Energy,
MCN Energy Group, Inc. and DTE Enterprises, Inc., dated as of
October 4, 1999 and amended as of November 12, 1999, as
further amended as of February 28, 2001. (Exhibit 2-2 to Form
10-K for the year ended December 31, 2000.)
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|3(a)  |  | Amended and Restated Articles of Incorporation
of DTE Energy Company Energy Company dated December 13, 1995.
(Exhibit 3-5 to Form 10-Q for quarter ended September 30,
1997.)                                                                                                  
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|3(b)  |  | Certificate of Designation of Series A Junior
Participating Preferred Stock of DTE Energy Company. (Exhibit
3-6 to Form 10-Q for quarter ended September 30, 1997.)                                                                                                            
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|3(c)  |  | Restated Articles of Incorporation of Detroit
Edison, as filed December 10, 1991 with the State of Michigan,
Department of Commerce  Corporation and Securities Bureau
(Exhibit 3-13 to Form 10-Q for quarter ended June 30, 1999.)                                           
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|3(d)  |  | Articles of Incorporation of DTE Enterprises,
Inc. (Exhibit 3.5 to Registration No. 333-89175.)                                                                                                                                                                                
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|3(e)  |  | Rights Agreement, dated as of September 23,
1997, by and between DTE Energy Company and The Detroit Edison
Company, as Rights Agent (Exhibit 4-1 to DTE Energy Company
Current Report on Form 8-K, dated September 23, 1997.)                                                  





---



##### Table of Contents



|       |  |                                                                                                                                                                                                                                                                                                                                   
|------ |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|3(f)  |  | Agreement and Plan of Exchange (Exhibit 1(2) to
DTE Energy Form 8-B filed January 2, 1996, File No. 1-11607.)                                                                                                                                                                                                                     
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|3(g)  |  | Bylaws of DTE Energy Company, as amended
through September 22, 1999. (Exhibit 3-3 to Registration No.
333-89175.)                                                                                                                                                                                                                 
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|3(h)  |  | Bylaws of The Detroit Edison Company, as
amended through September 22, 1999. (Exhibit 3-14 to Form
10-Q for quarter ended September 30, 1999.)                                                                                                                                                                                    
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|3(i)  |  | Bylaws of DTE Enterprises, Inc. (Exhibit 3.6 to
Registration No. 333-89175.)                                                                                                                                                                                                                                                      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|4(a)  |  | Mortgage and Deed of Trust, dated as of October
1, 1924, between Detroit Edison (File No. 1-2198) and First
Chicago Trust Company of New York as Trustee (Exhibit B-1 to
Registration No. 2-1630) and indentures supplemental thereto,
dated as of dates indicated below, and filed as exhibits to
the filings as set forth below:

|                  |  |                                                            
|----------------- |  | -----------------------------------------------------------
|September 1, 1947 |  | Exhibit B-20 to Registration No. 2-7136                    
|                 
|                 
|                 
|                 
|November 15, 1971 |  | Exhibit 2-B-38 to Registration No. 2-42160                 
|                 
|                 
|                 
|                 
|January 15, 1973  |  | Exhibit 2-B-39 to Registration No. 2-46595                 
|                 
|                 
|                 
|                 
|June 1, 1978      |  | Exhibit 2-B-51 to Registration No. 2-61643                 
|                 
|                 
|                 
|                 
|June 30, 1982     |  | Exhibit 4-30 to Registration No. 2 78941                   
|                 
|                 
|                 
|                 
|August 15, 1982   |  | Exhibit 4-32 to Registration No. 2-79674                   
|                 
|                 
|                 
|                 
|December 1, 1989  |  | Exhibit 4-211 to Form 10-K for year ended
December 31, 2000
|                 
|                 
|                 
|                 
|February 15, 1990 |  | Exhibit 4-212 to Form 10-K for year ended
December 31, 2000
|                 
|                 
|                 
|                 
|April 1, 1991     |  | Exhibit 4-15 to Form 10-K for year
Ended December 31, 1996 
|                 
|                 
|                 
|                 
|November 1, 1991  |  | Exhibit 4-181 to Form 10-K for year ended
December 31, 1996
|                 
|                 
|                 
|                 
|January 15, 1992  |  | Exhibit 4-182 to Form 10-K for year ended
December 31, 1996
|                 
|                 
|                 
|                 
|February 29, 1992 |  | Exhibit 4-187 to Form 10-Q for
Quarter ended March 31, 1998
|                 
|                 
|                 
|                 
|April 15, 1992    |  | Exhibit 4-188 to Form 10-Q for quarter ended
March 31, 1998
|                 
|                 
|                 
|                 
|July 15, 1992     |  | Exhibit 4-189 to Form 10-Q for Quarter ended
March 31, 1998
|                 
|                 
|                 
|                 
|November 30, 1992 |  | Exhibit 213 to Form 10-K for year ended
December 31, 2000  
|                 
|                 
|                 
|                 
|January 1, 1993   |  | Exhibit 4-131 to Registration No. 33-56496                 
|                 
|                 
|                 
|                 
|March 1, 1993     |  | Exhibit 4-191 to Form 10-Q for
quarter ended March 31, 1998
|                 
|                 
|                 
|                 
|April 1, 1993     |  | Exhibit 4-214 to Form 10-K for year ended
December 31, 2000





---



##### Table of Contents



|                   |  |                                                                             
|------------------ |  | ----------------------------------------------------------------------------
|                  
|                  
|                  
|                  
|April 26, 1993     |  | Exhibit 4-215 to Form 10-K for
Year ended December 31, 2000                 
|                  
|                  
|                  
|                  
|May 31, 1993       |  | Exhibit 4-148 to Registration No. 33-64296                                  
|                  
|                  
|                  
|                  
|June 30, 1993      |  | Exhibit 4-216 to Form 10-K for year ended
December 31, 2000 (1993 Series AP)
|                  
|                  
|                  
|                  
|June 30, 1993      |  | Exhibit 4-150 to Form 10-Q for quarter ended June 30, 1993
(1993 Series H)  
|                  
|                  
|                  
|                  
|September 15, 1993 |  | Exhibit 4-217 to Form 10-K for
Year ended December 31, 2000                 
|                  
|                  
|                  
|                  
|March 1, 1994      |  | Exhibit 4-163 to Registration No. 33-53207                                  
|                  
|                  
|                  
|                  
|June 15, 1994      |  | Exhibit 4-218 to Form 10-K for year
ended December 31, 2000                 
|                  
|                  
|                  
|                  
|August 15, 1994    |  | Exhibit 4-220 to Form 10-K for year
Ended December 31, 2000                 
|                  
|                  
|                  
|                  
|August 1, 1995     |  | Exhibit 4-221 to Form 10-K for year
ended December 31, 2000                 
|                  
|                  
|                  
|                  
|August 1, 1999     |  | Exhibit 4-204 to Form 10-Q for quarter ended
September 30, 1999             
|                  
|                  
|                  
|                  
|August 15, 1999    |  | Exhibit 4-205 to Form 10-Q for quarter ended
September 30, 1999             
|                  
|                  
|                  
|                  
|January 1, 2000    |  | Exhibit 4-205 to Form 10-K for year ended
December 31, 1999                 
|                  
|                  
|                  
|                  
|April 15, 2000     |  | Exhibit 206 to Form 10-Q for quarter
ended March 31, 2000.                  
|                  
|                  
|                  
|                  
|August 1, 2000     |  | Exhibit 4-210 to Form 10-Q for
Quarter ended September 30, 2000             

|       |  |                                                                                                                                                                                                                                                 
|------ |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|4(b)  |  | Collateral Trust Indenture (notes), dated as of
June 30, 1993 (Exhibit 4-152 to Registration No. 33-50325).                                                                                                                                     
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|4(c)  |  | First Supplemental Note Indenture, dated as of June 30, 1993
(Exhibit 4-153 to Registration No. 33-50325).                                                                                                                                      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|4(d)  |  | First Amendment, dated as of July, 2000, to the
First Supplemental Indenture, dated as of June 30, 1993, to
the Collateral Trust Indenture (Notes), dated as of June 30,
1993 (Exhibit 4-208 to Form 10-Q for quarter ended September
30, 2000).
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|4(e)  |  | Second Supplemental Note Indenture, dated as of
September 15, 1993 (Exhibit 4-159 to Form 10-Q for quarter
ended September 30, 1993).                                                                                                           
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|      
|4(f)  |  | First Amendment, dated as of August 15, 1996, to
Second Supplemental Note Indenture (Exhibit 4-17 to Form 10-Q
for quarter ended September 30, 1996).                                                                                           





---



##### Table of Contents



|        |  |                                                                                                                                                                                                                                                                                                                                                                                                                                            
|------- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|4(g)   |  | Third Supplemental Note Indenture, dated as of
August 15, 1994 (Exhibit 4-169 to Form 10-Q for quarter ended
September 30, 1994).                                                                                                                                                                                                                                                                                                          
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|4(h)   |  | First Amendment, dated as of December 12, 1995,
to Third Supplemental Note Indenture, dated as of August 15,
1994 (Exhibit 4-12 to Registration No. 333-00023).                                                                                                                                                                                                                                                                            
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|4(i)   |  | Sixth Supplemental Note Indenture, dated as of
May 1, 1998, between Detroit Edison and Bankers Trust Company,
as Trustee, creating the 7.54% Quarterly Income Debt
Securities (QUIDS), including form of QUIDS. (Exhibit 4-193
to Form 10-Q for quarter ended June 30, 1998.)                                                                                                                                                            
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|4(j)   |  | Seventh Supplemental Note Indenture, dated as
of October 15, 1998, between Detroit Edison and Bankers Trust
Company, as Trustee, creating the 7.375% QUIDS, including
form of QUIDS. (Exhibit 4-198 to Form 10-K for year ended
December 31, 1998.)                                                                                                                                                                                        
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|4-(k)  |  | Eighth Supplemental Indenture, dated as of
April 15, 2000, appointing Bank One Trust Company of New York
as Trustee under the Detroit Edison Trust Indenture (Notes),
dated as of June 30, 1993. (Exhibit 4-207 to form 10-Q for the
quarter ended March 31, 2000.)                                                                                                                                                                        
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|4(l)   |  | Standby Note Purchase Credit Facility, dated
as of August 17, 1994, among The Detroit Edison Company,
Barclays Bank PLC, as Bank and Administrative Agent, Bank of
America, The Bank of New York, The Fuji Bank Limited, the
Long-Term Credit Bank of Japan, LTD, Union Bank and Citicorp
Securities, Inc. and First Chicago Capital Markets, Inc. as
Remarketing Agents (Exhibit 99-18 to Form 10-Q for quarter
ended September 30, 1994.)
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|4(m)   |  | Amended and Restated Indenture, dated as of
April 9, 2001, between DTE Energy Corporation and The Bank of
New York, as Trustee. (Exhibit 4.1 to Registration No.
333-58834.)                                                                                                                                                                                                                                                               
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|99(a)  |  | Belle River Participation Agreement between
Detroit Edison and Michigan Public Power Agency, dated as of
December 1, 1982 (Exhibit 28-5 to Registration No. 2-81501).                                                                                                                                                                                                                                                                      
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|99(b)  |  | Belle River Transmission Ownership and
Operating Agreement between Detroit Edison and Michigan Public
Power Agency, dated as of December 1, 1982 (Exhibit 28-6 to
Registration No. 2-81501).                                                                                                                                                                                                                                               
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|99(c)  |  | 1988 Amended and Restated Loan Agreement,
dated as of October 4, 1988, between Renaissance Energy
Company (an unaffiliated company) (Renaissance) and Detroit
Edison (Exhibit 99-6 to Registration No. 33-50325).                                                                                                                                                                                                                        





---



##### Table of Contents



|        |  |                                                                                                                                                                                                                                                                                                                                                
|------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       
|       
|       
|       
|99(d)  |  | First Amendment to 1988 Amended and Restated
Loan Agreement, dated as of February 1, 1990, between Detroit
Edison and Renaissance (Exhibit 99-7 to Registration No.
33-50325).                                                                                                                                                                 
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|99(e)  |  | Second Amendment to 1988 Amended and Restated Loan
Agreement, dated as of September 1, 1993, between Detroit
Edison and Renaissance (Exhibit 99-8 to Registration No.
33-50325).                                                                                                                                                               
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|99(f)  |  | Third Amendment, dated as of August 28, 1997,
to 1988 Amended and Restated Loan Agreement between Detroit
Edison and Renaissance. (Exhibit 99-22 to Form 10-Q for
quarter ended September 30, 1997.)                                                                                                                                           
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|99(g)  |  | $200,000,000 364-Day Credit Agreement, dated as
of September 1,1993, among Detroit Edison, Renaissance and
Barclays Bank PLC, New York Branch, as Agent (Exhibit 99-12 to
Registration No. 33-50325).                                                                                                                                          
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|99(h)  |  | First Amendment, dated as of August 31, 1994,
to $200,000,000 364-Day Credit Agreement, dated September 1,
1993, among The Detroit Edison Company, Renaissance Energy
Company, the Banks party thereto and Barclays Bank, PLC, New
York Branch, as Agent (Exhibit 99-19 to Form 10-Q for quarter
ended September 30, 1994).                    
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|99(i)  |  | Third Amendment, dated as of March 8, 1996, to
$200,000,000 364-Day Credit Agreement, dated September 1,
1993, as amended, among Detroit Edison, Renaissance, the Banks
party thereto and Barclays Bank, PLC, New York Branch, as
Agent (Exhibit 99-11 to Form 10-Q for quarter ended March 31,
1996).                                         
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|99(j)  |  | Fourth Amendment, dated as of August 29, 1996,
to $200,000,000364-Day Credit Agreement as of September 1,
1990, as amended, among Detroit Edison, Renaissance, the Banks
party thereto and Barclays Bank, PLC, New York Branch, as
Agent (Exhibit 99-13 to Form 10-Q for quarter ended September
30, 1996).                                    
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|99(k)  |  | Fifth Amendment, dated as of September 1, 1997, to
$200,000,000 Multi-Year Credit Agreement, dated as of
September 1, 1993, as amended, among Detroit Edison,
Renaissance, the Banks Party thereto and Barclays Bank PLC,
New York Branch, as Agent. (Exhibit 99-24 to Form 10-Q for
quarter ended September 30, 1997.)                        
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|99(l)  |  | Seventh Amendment, dated as of August 26,
1999, to $200,000,000 364-Day Credit Agreement, dated as of
September 1, 1993, as amended among The Detroit Edison
Company, Renaissance Energy Company, the Banks parties thereto
and Barclays Bank PLC, New York branch as Agent. (Exhibit
99-30 to Form 10-Q for quarter ended September 30, 1999.)





---



##### Table of Contents



|        |  |                                                                                                                                                                                                                                                                                                                                              
|------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       
|       
|       
|       
|99(m)  |  | Eighth Amendment, dated as of August 24, 2000, to
the $200,000,000 364-Day Credit Agreement, dated as of September
1, 1993, as amended, among Detroit Edison, Renaissance, the
Banks party thereto and Barclays Bank PLC, New York Branch, as
agent. (Exhibit 99-36 to Form 10-Q for the quarter ended
September 30, 2000.)                  
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|99(n)  |  | $200,000,000 Three-Year Credit Agreement, dated
September 1, 1993, among Detroit Edison, Renaissance and
Barclays Bank, PLC, New York Branch, as Agent (Exhibit 99-13 to
Registration No. 33-50325).                                                                                                                                         
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|99(o)  |  | First Amendment, dated as of September 1, 1994, to
$200,000,000 Three-Year Credit Agreement, dated as of September
1, 1993, among The Detroit Edison Company, Renaissance Energy
Company, the Banks party thereto and Barclays Bank, PLC, New York
Branch, as Agent (Exhibit 99-20 to Form 10-Q for quarter ended
September 30, 1994).       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|99(p)  |  | Third Amendment, dated as of March 8, 1996, to
$200,000,000 Three-Year Credit Agreement, dated September 1,
1993, as amended among Detroit Edison, Renaissance, the Banks
party thereto and Barclays Bank, PLC, New York Branch, as
Agent (Exhibit 99-12 to Form 10-Q for quarter ended March 31,
1996).                                     
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|99(q)  |  | Fourth Amendment, dated as of September 1, 1996, to
$200,000,000 Multi-Year (formerly Three-Year) Credit
Agreement, dated as of September 1, 1993, as amended among
Detroit Edison, Renaissance, the Banks party thereto and
Barclays Bank, PLC, New York Branch, as Agent (Exhibit 99-14
to Form 10-Q for quarter ended September 30, 1996).
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|99(r)  |  | Fifth Amendment, dated as of August 28, 1997, to
$200,000,000 364-Day Credit Agreement, dated as of September
1, 1990, as amended, among Detroit Edison, Renaissance, the
Banks Party thereto and Barclays Bank PLC, New York Branch, as
Agent. (Exhibit 99-25 to Form 10-Q for quarter ended
September 30, 1997.)                           
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|99(s)  |  | Sixth Amendment, dated as of August 27, 1998,
to $200,000,000 364-Day Credit Agreement dated as of September
1, 1990, as amended, among Detroit Edison, Renaissance, the
Banks party thereto and Barclays Bank PLC, New York Branch, as
agent. (Exhibit 99-32 to Registration No.333-65765.)                                                 
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|       
|99(t)  |  | 1988 Amended and Restated Nuclear Fuel Heat
Purchase Contract, dated October 4, 1988, between Detroit
Edison and Renaissance (Exhibit 99-9 to Registration No.
33-50325).                                                                                                                                                                    





---



##### Table of Contents



|         |  |                                                                                                                                                                                                                                                                                                                                                                                      
|-------- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|        
|        
|        
|        
|        
|        
|        
|        
|99(u)   |  | First Amendment to 1988 Amended and Restated
Nuclear Fuel Heat Purchase Contract, dated as of February 1,
1990, between Detroit Edison and Renaissance (Exhibit 99-10 to
Registration No. 33-50325).                                                                                                                                                                                 
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|99(v)   |  | Eighth Amendment, dated as of August 26, 1999
to 1988 Amended and Restated Nuclear Fuel heat Purchase
Contract between Detroit Edison and Renaissance Energy
Company. (Exhibit 99-31 to Form 10-Q for quarter ended
September 30, 1999.)                                                                                                                                             
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|99(w)   |  | U.S. $160,000,000 Standby Note Purchase Credit
Facility, dated as of October 26, 1999, among Detroit Edison,
the Banks signatory thereto, Barclays Bank PLC, as
Administrative Agent and Barclays Capital Inc., Lehman
Brothers Inc. and Banc One Capital Markets, Inc., as
Remarketing Agents. (Exhibit 99-29 to Form 10-Q for quarter
ended September 30, 1999.                   
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|99(x)   |  | Standby Note Purchase Credit Facility, dated as
of September 12, 1997, among The Detroit Edison Company and
the Banks Signatory thereto and The Chase Manhattan Bank, as
Administrative Agent, and Citicorp Securities, Inc., Lehman
Brokers, Inc., as Remarketing Agents and Chase Securities,
Inc. as Arranger. (Exhibit 99-26 to Form 10-Q for quarter
ended September 30, 1997.)
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|99(y)   |  | Fourth Amended and Restated Credit Agreement,
Dated as of January 16, 2001 among DTE Capital Corporation,
the Initial Lenders, Citibank, N.A., as Agent, and ABN AMRO
Bank N.V., Bank One N.A., Barclays Bank PLC, Bayerische
[Landesbank Girozertrale, Cayman Islands Branch, Comerica Bank
and Den Daske Bank Aktieselskab], as Co-Agents.                                         
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|99(z)   |  | Order, dated November 2, 2000, of the Michigan Public Service
Commission in U-12478 (Exhibit 99-3780 to Form 10-Q for quarter
ended September 30, 2000).                                                                                                                                                                                                                             
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|        
|99(aa)  |  | Order, dated January 4, 2001, of the Michigan Public Service
Commission in U-12478.                                                                                                                                                                                                                                                                                                  



| | * |  | Denotes management contract or compensatory plan or
arrangement.
| | - |  | ----------------------------------------------------------------