<PAGE>

                                    INDENTURE

                          DATED AS OF October 15, 2002

                                   ----------

                           THE DETROIT EDISON COMPANY
                                (2000 2ND AVENUE,
                            DETROIT, MICHIGAN 48226)

                                       TO

                BANK ONE, NATIONAL ASSOCIATION(153 W. 51st Street
                            NEW YORK, NEW YORK 10019)

                                   AS TRUSTEE

                                   ----------

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

                                  PROVIDING FOR

                    (A) GENERAL AND REFUNDING MORTGAGE BONDS,
             2002 SERIES A AND GENERAL AND REFUNDING MORTGAGE BONDS,
                                  2002 SERIES B

                                       AND

                         (B) RECORDING AND FILING DATA.



<PAGE>


                               TABLE OF CONTENTS*

<Table>
<Caption>

                                                                                                  PAGE
                                                                                                  ----
<S>                                                                                               <C>

      PARTIES........................................................................................3
      RECITALS.......................................................................................1
               Original Indenture and Supplementals..................................................3
               Issue of Bonds Under Indenture........................................................4
               Bonds Heretofore Issued...............................................................4
               Reason for Creation of New Series....................................................10
               Bonds to be 2002 Series A and 2002 Series B..........................................10
               Further Assurance....................................................................11
               Authorization of Supplemental Indenture..............................................11
               Consideration for Supplemental Indenture.............................................11
      PART I. CREATION OF THREE  HUNDRED  THIRTY-FIRST  SERIES OF BONDS.  GENERAL AND REFUNDING
      MORTGAGE BONDS,2002 SERIES A..................................................................11
               Sec. 1.   Terms of Bonds of 2002 Series A............................................12
                         Release....................................................................15
               Sec. 2.   Redemption of Bonds of 2002 Series A.......................................15
               Sec. 3.   Redemption of Bonds of 2002 Series A in event of acceleration of Notes.....16
               Sec. 4.   Form of Bonds of 2002 Series A.............................................17
                         Form of Trustee's Certificate..............................................23
      PART II. CREATION OF THREE HUNDRED  THIRTY-SECOND  SERIES OF BONDS. GENERAL AND REFUNDING
      MORTGAGE BONDS, 2002 SERIES B.................................................................23
               Sec. 1.   Terms of Bonds of 2002 Series B............................................23
                         Release....................................................................26
               Sec. 2.   Redemption of Bonds of 2002 Series B.......................................26
               Sec. 3.   Redemption of Bonds of 2002 Series B in event of acceleration of Notes.....27
               Sec. 4.   Form of Bonds of 2002 Series B.............................................28
                         Form of Trustee's Certificate..............................................33
      PART III. RECORDING AND FILING DATA...........................................................34
               Recording and Filing of Original Indenture...........................................34
               Recording and Filing of Supplemental Indentures......................................34
               Recording of Certificates of Provision for Payment...................................40
      PART IV. THE TRUSTEE..........................................................................40
               Terms and Conditions of Acceptance of Trust by Trustee...............................40
      PART V. MISCELLANEOUS.........................................................................41
               Confirmation of Section 318(c) of Trust Indenture Act................................41
               Execution in Counterparts............................................................41
               Testimonium..........................................................................41
               Execution............................................................................42
               Acknowledgment of Execution by Company...............................................43
               Acknowledgment of Execution by Trustee...............................................45
               Affidavit as to Consideration and Good Faith.........................................46
</Table>

----------

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




                                       2
<PAGE>


PARTIES.                   SUPPLEMENTAL INDENTURE, dated as of the 15th day of
                           October, in the year 2002, between THE DETROIT EDISON
                           COMPANY, a corporation organized and existing under
                           the laws of the State of Michigan and a public
                           utility (hereinafter called the "Company"), party of
                           the first part, and Bank One, National Association, a
                           trust company organized and existing under the laws
                           of the United States, having i a corporate trust
                           office at 153 W. 51st Street in the Borough of
                           Manhattan, The City and State of New York, as
                           successor Trustee under the Mortgage and Deed of
                           Trust hereinafter mentioned (hereinafter called the
                           "Trustee"), party of the second part.

ORIGINAL INDENTURE AND     WHEREAS, the Company has heretofore executed and
SUPPLEMENTALS.             delivered its Mortgage and Deed of Trust (hereinafter
                           referred to as the "Original Indenture"), dated as of
                           October 1, 1924, to the Trustee, for the security of
                           all bonds of the Company outstanding thereunder, and
                           pursuant to the terms and provisions of the Original
                           Indenture, indentures dated as of, respectively, June
                           1, 1925, August 1, 1927, February 1, 1931, June 1,
                           1931, October 1, 1932, September 25, 1935, September
                           1, 1936, November 1, 1936, February 1, 1940, December
                           1, 1940, September 1, 1947, March 1, 1950, November
                           15, 1951, January 15, 1953, May 1, 1953, March 15,
                           1954, May 15, 1955, August 15, 1957, June 1, 1959,
                           December 1, 1966, October 1, 1968, December 1, 1969,
                           July 1, 1970, December 15, 1970, June 15, 1971,
                           November 15, 1971, January 15, 1973, May 1, 1974,
                           October 1, 1974, January 15, 1975, November 1, 1975,
                           December 15, 1975, February 1, 1976, June 15, 1976,
                           July 15, 1976, February 15, 1977, March 1, 1977, June
                           15, 1977, July 1, 1977, October 1, 1977, June 1,
                           1978, October 15, 1978, March 15, 1979, July 1, 1979,
                           September 1, 1979, September 15, 1979, January 1,
                           1980, April 1, 1980, August 15, 1980, August 1, 1981,
                           November 1, 1981, June 30, 1982, August 15, 1982,
                           June 1, 1983, October 1, 1984, May 1, 1985, May 15,
                           1985, October 15, 1985, April 1, 1986, August 15,
                           1986, November 30, 1986, January 31, 1987, April 1,
                           1987, August 15, 1987, November 30, 1987, June 15,
                           1989, July 15, 1989, December 1, 1989, February 15,
                           1990, November 1, 1990, April 1, 1991, May 1, 1991,
                           May 15, 1991, September 1, 1991, November 1, 1991,
                           January 15, 1992, February 29, 1992, April 15, 1992,
                           July 15, 1992, July 31, 1992, November 30, 1992,
                           December 15, 1992, January 1, 1993, March 1, 1993,
                           March 15, 1993, April 1, 1993, April 26, 1993, May
                           31, 1993, June 30, 1993, June 30, 1993, September 15,
                           1993, March 1, 1994, June 15, 1994, August 15, 1994,
                           December 1, 1994, August 1, 1995, August 1, 1999,
                           August 15, 1999 and January 1, 2000, April 15, 2000,
                           August 1, 2000, March 15, 2001, May 1, 2001, August
                           15, 2001, September 15, 2001 and September 17, 2002
                           supplemental to the Original Indenture, have
                           heretofore been entered into between the Company and
                           the Trustee (the Original Indenture and all
                           indentures supplemental thereto together being
                           hereinafter sometimes referred to as the
                           "Indenture"); and



                                       3
<PAGE>

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

BONDS HERETOFORE           WHEREAS, bonds in the principal amount of Nine
ISSUED.                    billion, nine hundred thirty-six million three
                           hundred seventy-two thousand dollars ($9,936,372,000)
                           have heretofore been issued under the indenture as
                           follows, viz:

<Table>
<S>                                           <C>                <C>
                                     (1)      Bonds of           -- Principal Amount $26,016,000,
                                              Series A
                                     (2)      Bonds of           -- Principal Amount $23,000,000,
                                              Series B
                                     (3)      Bonds of           -- Principal Amount $20,000,000,
                                              Series C
                                     (4)      Bonds of           -- Principal Amount $50,000,000,
                                              Series D
                                     (5)      Bonds of           -- Principal Amount $15,000,000,
                                              Series E
                                     (6)      Bonds of           -- Principal Amount $49,000,000,
                                              Series F
                                     (7)      Bonds of           -- Principal Amount $35,000,000,
                                              Series G
                                     (8)      Bonds of           -- Principal Amount $50,000,000,
                                              Series H
                                     (9)      Bonds of           -- Principal Amount $60,000,000,
                                              Series I
                                    (10)      Bonds of           -- Principal Amount $35,000,000,
                                              Series J
                                    (11)      Bonds of           -- Principal Amount $40,000,000,
                                              Series K
                                    (12)      Bonds of           -- Principal Amount $24,000,000,
                                              Series L
                                    (13)      Bonds of           -- Principal Amount $40,000,000,
                                              Series M
                                    (14)      Bonds of           -- Principal Amount $40,000,000,
                                              Series N
                                    (15)      Bonds of           -- Principal Amount $60,000,000,
                                              Series O
                                    (16)      Bonds of           -- Principal Amount $70,000,000,
                                              Series P
                                    (17)      Bonds of           -- Principal Amount $40,000,000,
                                              Series Q
                                    (18)      Bonds of           -- Principal Amount $50,000,000,
                                              Series W
                                    (19)      Bonds of           -- Principal Amount $100,000,000,
                                              Series AA
                                    (20)      Bonds of           -- Principal Amount $50,000,000,
                                              Series BB
</Table>



                                       4
<PAGE>
<Table>
<S>                                           <C>                <C>
                                    (21)      Bonds of           -- Principal Amount $50,000,000,
                                              Series CC
                                    (22)      Bonds of           -- Principal Amount 100,000,000,
                                              Series UU
                                 (23-31)      Bonds of           -- Principal Amount $14,305,000,
                                              Series DDP
                                              Nos. 1-9
                                 (32-45)      Bonds of           -- Principal Amount $45,600,000,
                                              Series FFR
                                              Nos. 1-14
                                 (46-67)      Bonds of           -- Principal Amount $42,300,000,
                                              Series GGP
                                              Nos. 1-22
                                    (68)      Bonds of           -- Principal Amount $50,000,000,
                                              Series HH
                                 (69-90)      Bonds of           -- Principal Amount $3,750,000,
                                              Series IIP
                                              Nos. 1-22
                                 (91-98)      Bonds of           -- Principal Amount $6,850,000,
                                              Series JJP
                                              Nos. 1-8
                                (99-107)      Bonds of           -- Principal Amount $34,890,000,
                                              Series KKP
                                              Nos. 1-9
                               (108-122)      Bonds of           -- Principal Amount $8,850,000,
                                              Series LLP
                                              Nos. 1-15
                               (123-143)      Bonds of           -- Principal Amount $47,950,000,
                                              Series NNP
                                              Nos. 1-21
                               (144-161)      Bonds of           -- Principal Amount $18,880,000,
                                              Series OOP
                                              Nos. 1-18
                               (162-180)      Bonds of           -- Principal Amount $13,650,000,
                                              Series QQP
                                              Nos. 1-19
                               (181-195)      Bonds of           -- Principal Amount $3,800,000,
                                              Series TTP
                                              Nos. 1-15
                                   (196)      Bonds of 1980      -- Principal Amount $50,000,000,
                                              Series A
                               (197-221)      Bonds of 1980      -- Principal Amount $35,000,000,
                                              Series CP
                                              Nos. 1-25
                               (222-232)      Bonds of 1980      -- Principal Amount $10,750,000,
                                              Series DP
                                              Nos. 1-11
                               (233-248)      Bonds of 1981      -- Principal Amount 124,000,000,
                                              Series AP
                                              Nos. 1-16
                                   (249)      Bonds of 1985      -- Principal Amount $35,000,000,
                                              Series A
                                   (250)      Bonds of 1985      -- Principal Amount $50,000,000,
                                              Series B
                                   (251)      Bonds of           -- Principal Amount $70,000,000,
                                              Series PP
</Table>



                                       5
<PAGE>
<Table>
<S>                                           <C>                <C>
                                   (252)      Bonds of           -- Principal Amount $70,000,000,
                                              Series RR
                                   (253)      Bonds of           -- Principal Amount $50,000,000,
                                              Series EE
                               (254-255)      Bonds of           -- Principal Amount $5,430,000,
                                              Series MMP and
                                              MMP No. 2
                                   (256)      Bonds of           -- Principal Amount $75,000,000,
                                              Series T
                                   (257)      Bonds of           -- Principal Amount $75,000,000,
                                              Series U
                                   (258)      Bonds of 1986      -- Principal Amount 100,000,000,
                                              Series B
                                   (259)      Bonds of 1987      -- Principal Amount 250,000,000,
                                              Series D
                                   (260)      Bonds of 1987      -- Principal Amount 150,000,000,
                                              Series E
                                   (261)      Bonds of 1987      -- Principal Amount 225,000,000,
                                              Series C
                                   (262)      Bonds of           -- Principal Amount 100,000,000,
                                              Series V
                                   (263)      Bonds of           -- Principal Amount 150,000,000,
                                              Series SS
                                   (264)      Bonds of 1980      -- Principal Amount 100,000,000,
                                              Series B
                                   (265)      Bonds of 1986      -- Principal Amount 200,000,000,
                                              Series C
                                   (266)      Bonds of 1986      -- Principal Amount 200,000,000,
                                              Series A
                                   (267)      Bonds of 1987      -- Principal Amount 175,000,000,
                                              Series B
                                   (268)      Bonds of           -- Principal Amount 100,000,000,
                                              Series X
                                   (269)      Bonds of 1987      -- Principal Amount 200,000,000,
                                              Series F
                                   (270)      Bonds of 1987      -- Principal Amount 300,000,000,
                                              Series A
                                   (271)      Bonds of           -- Principal Amount $60,000,000,
                                              Series Y
                                   (272)      Bonds of           -- Principal Amount 100,000,000,
                                              Series Z
                                   (273)      Bonds of 1989      -- Principal Amount 300,000,000,
                                              Series A
                                   (274)      Bonds of 1984      -- Principal Amount $2,400,000,
                                              Series AP
                                   (275)      Bonds of 1984      -- Principal Amount $7,750,000,
                                              Series BP
                                   (276)      Bonds of           -- Principal Amount 100,000,000,
                                              Series R
                                   (277)      Bonds of           -- Principal Amount 150,000,000,
                                              Series S
                                   (278)      Bonds of 1993      -- Principal Amount 100,000,000,
                                              Series D
                                   (279)      Bonds of 1992      -- Principal Amount $50,000,000,
                                              Series E
</Table>


                                       6
<PAGE>
<Table>
<S>                                           <C>                <C>
                                   (280)      Bonds of 1993      -- Principal Amount $50,000,000,
                                              Series B
                                   (281)      Bonds of 1989      -- Principal Amount $66,565,000,
                                              Series BP
                                   (282)      Bonds of 1990      -- Principal Amount $194,649,000
                                              Series A
                                   (283)      Bonds of 1993      -- Principal Amount $225,000,000
                                              Series G
                                   (284)      Bonds of 1993      -- Principal Amount $160,000,000
                                              Series K
                                   (285)      Bonds of 1991      -- Principal Amount $41,480,000
                                              Series EP
                                   (286)      Bonds of 1993      -- Principal Amount $50,000,000
                                              Series H
                                   (287)      Bonds of 1999      -- Principal Amount $40,000,000
                                              Series D
                                   (288)      Bonds of 1991      -- Principal Amount $98,375,000
                                              Series FP
</Table>


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

                           (289-294) Bonds of Series KKP Nos. 10-15 in the
                           principal amount of One hundred seventy-nine million
                           five hundred ninety thousand dollars ($179,590,000),
                           of which Ninety million four hundred ninety thousand
                           dollars ($90,490,000) principal amount have
                           heretofore been retired and Eighty-nine million one
                           hundred thousand dollars ($89,100,000) principal
                           amount are outstanding at the date hereof;

                           (295) Bonds of 1990 Series B in the principal amount
                           of Two hundred fifty-six million nine hundred
                           thirty-two thousand dollars ($256,932,000) of which
                           One hundred twenty-three million seven hundred and
                           eight thousand dollars ($123,708,000) principal
                           amount have heretofore been retired and One hundred
                           thirty-three million two hundred twenty-four thousand
                           dollars ($133,224,000) principal amount are
                           outstanding at the date hereof;

                           (296) Bonds of 1990 Series C in the principal amount
                           of Eighty-five million four hundred seventy-five
                           thousand dollars ($85,475,000) of which Forty-four
                           million four hundred forty-seven thousand dollars
                           ($44,447,000) principal amount have heretofore been
                           retired and Forty-one million twenty eight thousand
                           dollars ($41,028,000) principal amount are
                           outstanding at the date hereof;

                           (297) Bonds of 1991 Series AP in the principal amount
                           of Thirty-two million three hundred seventy-five
                           thousand dollars ($32,375,000), all of which are
                           outstanding at the date hereof;

                           (298) Bonds of 1991 Series BP in the principal amount
                           of Twenty-five million nine hundred ten thousand
                           dollars ($25,910,000), all of which are outstanding
                           at the date hereof;



                                       7
<PAGE>

                           (299) Bonds of 1991 Series CP in the principal amount
                           of Thirty-two million eight hundred thousand dollars
                           ($32,800,000), all of which are outstanding at the
                           date hereof;

                           (300) Bonds of 1991 Series DP in the principal amount
                           of Thirty-seven million six hundred thousand dollars
                           ($37,600,000), all of which are outstanding at the
                           date hereof;

                           (301) Bonds of 1992 Series BP in the principal amount
                           of Twenty million nine hundred seventy-five thousand
                           dollars ($20,975,000), all of which are outstanding
                           at the date hereof;

                           (302) Bonds of 1992 Series AP in the principal amount
                           of Sixty-six million dollars ($66,000,000), all of
                           which are outstanding at the date hereof;

                           (303) Bonds of 1992 Series D in the principal amount
                           of Three hundred million dollars ($300,000,000), of
                           which Two hundred eighty million forty-five thousand
                           dollars ($280,045,000) principal amount have
                           heretofore been retired and Nineteen million nine
                           hundred fifty-five thousand dollars ($19,955,000)
                           principal amount are outstanding at the date hereof;

                           (304) Bonds of 1992 Series CP in the principal amount
                           of Thirty-five million dollars ($35,000,000), all of
                           which are outstanding at the date hereof;

                           (305) Bonds of 1989 Series BP No. 2 in the principal
                           amount of Thirty-six million dollars ($36,000,000),
                           all of which are outstanding at the date hereof;

                           (306) Bonds of 1993 Series C in the principal amount
                           of Two hundred twenty-five million dollars
                           ($225,000,000), of which One hundred fifty-five
                           million eight hundred fifty thousand dollars
                           ($155,850,000) principal amount have heretofore been
                           retired and sixty-nine million one hundred fifty
                           thousand dollars ($69,150,000) principal amount are
                           outstanding at the date hereof;

                           (307) Bonds of 1993 Series E in the principal amount
                           of Four hundred million dollars ($400,000,000), of
                           which Two hundred fifty-eight million one hundred
                           twenty-five thousand dollars ($258,125,000) principal
                           amount have heretofore been retired and One hundred
                           forty-one million eight hundred seventy-five thousand
                           dollars ($141,875,000) principal amount are
                           outstanding at the date hereof;

                           (308) Bonds of 1993 Series FP in the principal amount
                           of Five million six hundred eighty-five thousand
                           dollars ($5,685,000), all of which are outstanding at
                           the date hereof;



                                       8
<PAGE>

                           (309) Bonds of 1993 Series J in the principal amount
                           of Three hundred million dollars ($300,000,000), of
                           which One hundred ninety-seven million three hundred
                           ninety-five thousand dollars ($197,395,000) principal
                           amount have heretofore been retired and One hundred
                           two million six hundred and five thousand dollars
                           ($102,605,000) principal amount are outstanding at
                           the date hereof;

                           (310) Bonds of 1993 Series IP in the principal amount
                           of Five million eight hundred twenty-five thousand
                           dollars ($5,825,000), all of which are outstanding at
                           the date hereof;

                           (311) Bonds of 1993 Series AP in the principal amount
                           of Sixty-five million dollars ($65,000,000), all of
                           which are outstanding at the date hereof;

                           (312) Bonds of 1994 Series AP in the principal amount
                           of Seven million five hundred thirty-five thousand
                           dollars ($7,535,000), all of which are outstanding at
                           the date hereof;

                           (313) Bonds of 1994 Series BP in the principal amount
                           of Twelve million nine hundred thirty-five thousand
                           dollars ($12,935,000), all of which are outstanding
                           at the date hereof;

                           (314) Bonds of 1994 Series C in the principal amount
                           of Two hundred million dollars ($200,000,000), all of
                           which are outstanding at the date hereof;

                           (315) Bonds of 1994 Series DP in the principal amount
                           of Twenty-three million seven hundred thousand
                           dollars ($23,700,000), all of which are outstanding
                           at the date hereof;

                           (316) Bonds of 1995 Series AP in the principal amount
                           of Ninety-seven million dollars ($97,000,000), all of
                           which are outstanding at the date hereof;

                           (317) Bonds of 1995 Series BP in the principal amount
                           of Twenty-two million, one hundred seventy-five
                           thousand dollars ($22,175,000), all of which are
                           outstanding at the date hereof;

                           (318) Bonds of 1999 Series AP in the principal amount
                           of One hundred eighteen million three hundred sixty
                           thousand dollars ($118,360,000), all of which are
                           outstanding at the date hereof;

                           (319) Bonds of 1999 Series BP in the principal amount
                           of Thirty-nine million seven hundred forty-five
                           thousand dollars ($39,745,000), all of which are
                           outstanding of the date hereof;

                           (320) Bonds of 1999 Series CP in the principal amount
                           of Sixty-six million five hundred sixty-five thousand
                           dollars ($66,565,000), all of which are outstanding
                           at the date hereof; and



                                       9
<PAGE>

                           (321) Bonds of 2000 Series A in the principal amount
                           of Two Hundred Twenty million dollars ($220,000,000)
                           of which One hundred twenty-three million eight
                           hundred ninety-five thousand dollars ($123,895,000)
                           principal amount have heretofore been retired and
                           Seventy-six million one hundred five thousand dollars
                           ($76,105,000) principal amount are outstanding at the
                           date hereof;

                           (322) Bonds of 2000 Series B in the principal amount
                           of Fifty million seven hundred forty-five thousand
                           dollars ($50,745,000), all of which are outstanding
                           at the date hereof;

                           (323) Bonds of 2001 Series AP in the principal amount
                           of Thirty-one million ($31,000,000), all of which are
                           outstanding at the date hereof;

                           (324) Bonds of 2001 Series BP in the principal amount
                           of Eighty-two million three hundred fifty thousand
                           ($82,350,000) all of which are outstanding at the
                           date hereof;

                           (325) Bonds of 2001 Series CP in the principal amount
                           of One hundred thirty-nine million eight hundred
                           fifty-five thousand dollars ($139,855,000), all of
                           which are outstanding at the date hereof; and

                           (326) Bonds of 2001 Series D in the principal amount
                           of Two hundred million dollars ($200,000,000) all of
                           which are outstanding at the date hereof;

                           (327) Bonds of 2001 Series E in the principal amount
                           of Five hundred million dollars ($500,000,000) all of
                           which are outstanding at the date hereof; and

                           accordingly, the Company has issued and has presently
                           outstanding Two billion five hundred twenty-eight
                           million one hundred seventy-seven thousand dollars
                           ($2,528,177,000) aggregate principal amount of its
                           General and Refunding Mortgage Bonds (the "Bonds") at
                           the date hereof; and

REASON FOR CREATION        WHEREAS, the Company intends to issue the series of
OF NEW SERIES.             Notes under the Note Indenture herein referred to,
                           and, pursuant to the Note Indenture, the Company has
                           agreed to issue its General and Refunding Mortgage
                           Bonds under the Indenture in order further to secure
                           its obligations with respect to the Notes; and

BONDS TO BE 2002           WHEREAS, for such purpose the Company desires by this
SERIES A AND 2001          Supplemental Indenture to create two new series of
SERIES B.                  bonds, to be designated "General and Refunding
                           Mortgage Bonds, 2002 Series A" and "General and
                           Refunding Mortgage Bonds, 2002 Series B",
                           respectively, in the aggregate principal amount of
                           Two Hundred twenty-five million dollars
                           ($225,000,000) and Two Hundred and twenty-five
                           million ($225,000,000), respectively, to be
                           authenticated and delivered pursuant to Section 8 of
                           Article III of the Indenture; and



                                       10
<PAGE>

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

                           and

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

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

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

                                     PART I.
             CREATION OF THREE HUNDRED THIRTY-FIRST SERIES OF BONDS.
               GENERAL AND REFUNDING MORTGAGE BONDS, 2002 SERIES A



                                       11
<PAGE>

TERMS OF BONDS OF                SECTION 1. The Company hereby creates the three
2002 SERIES A.             hundred thirty-first series of bonds to be issued
                           under and secured by the Original Indenture as
                           amended to date and as further amended by this
                           Supplemental Indenture, to be designated, and to be
                           distinguished from the bonds of all other series, by
                           the title "General and Refunding Mortgage Bonds, 2002
                           Series A" (elsewhere herein referred to as the "bonds
                           of 2002 Series A"). The aggregate principal amount of
                           bonds of 2002 Series A shall be limited to Two
                           hundred Twenty-Five million dollars ($225,000,000),
                           except as provided in Sections 7 and 13 of Article II
                           of the Original Indenture with respect to exchanges
                           and replacements of bonds, and except further that
                           the Company may, without the consent of the holders
                           of the bonds of 2002 Series A, "reopen" the bonds of
                           2002 Series A so as to increase the aggregate
                           principal amount outstanding to equal the aggregate
                           principal amount of Notes outstanding upon a
                           "reopening" of such series, so long as any additional
                           bonds of 2002 Series A have the same tenor and terms
                           as the bonds of 2002 Series A established hereby.

                                 Subject to the release provisions set forth
                           below, each bond of 2002 Series A is to be
                           irrevocably assigned to, and registered in the name
                           of, Bank One Trust Company, National Association, as
                           trustee, or a successor trustee (said trustee or any
                           successor trustee being hereinafter referred to as
                           the "Note Indenture Trustee"), under the collateral
                           trust indenture, dated as of June 30, 1993 (the "Note
                           Indenture"), as supplemented, between the Note
                           Indenture Trustee and the Company, to secure payment
                           of the Company's 5.20% Senior Notes due 2012 (for
                           purposes of this Part, the "Notes").

                                 The bonds of 2002 Series A shall be issued as
                           registered bonds without coupons in denominations of
                           a multiple of $1,000. The bonds of 2002 Series A
                           shall be issued in the aggregate principal amount of
                           $225,000,000, shall mature on October 15, 2012
                           (subject to earlier redemption or release) and shall
                           bear interest at the rate of 5.20% per annum, payable
                           semiannually in arrears on April 15 and October 15 of
                           each year (commencing April 15, 2003), until the
                           principal thereof shall have become due and payable
                           and thereafter until the Company's obligation with
                           respect to the payment of said principal shall have
                           been discharged as provided in the Indenture.

                                 The bonds of 2002 Series A shall be payable as
                           to principal, premium, if any, and interest as
                           provided in the Indenture, but only to the extent and
                           in the manner herein provided. The bonds of 2002
                           Series A shall be payable, both as to principal and
                           interest, at the office or agency of the Company in
                           the Borough of Manhattan, The City and State of New
                           York, in any coin or currency of the United States of
                           America which at the time of payment is legal tender
                           for public and private debts.



                                       12
<PAGE>

                                 Except as provided herein, each bond of 2002
                           Series A shall be dated the date of its
                           authentication and interest shall be payable on the
                           principal represented thereby from the April 1 or
                           October 1 next preceding the date thereof to which
                           interest has been paid on bonds of 2002 Series A,
                           unless the bond is authenticated on a date to which
                           interest has been paid, in which case interest shall
                           be payable from the date of authentication, or unless
                           the date of authentication is prior to April 15,
                           2003, in which case interest shall be payable from
                           October 23, 2002.

                                 The bonds of 2002 Series A in definitive form
                           shall be, at the election of the Company, fully
                           engraved or shall be lithographed or printed in
                           authorized denominations as aforesaid and numbered 1
                           and upwards (with such further designation as may be
                           appropriate and desirable to indicate by such
                           designation the form, series and denomination of
                           bonds of 2002 Series A). Until bonds of 2002 Series A
                           in definitive form are ready for delivery, the
                           Company may execute, and upon its request in writing
                           the Trustee shall authenticate and deliver in lieu
                           thereof, bonds of 2002 Series A in temporary form, as
                           provided in Section 10 of Article II of the
                           Indenture. Temporary bonds of 2002 Series A, if any,
                           may be printed and may be issued in authorized
                           denominations in substantially the form of definitive
                           bonds of 2002 Series A, but without a recital of
                           redemption prices and with such omissions, insertions
                           and variations as may be appropriate for temporary
                           bonds, all as may be determined by the Company.



                                       13
<PAGE>

                                 Interest on any bond of 2002 Series A that is
                           payable on any interest payment date and is
                           punctually paid or duly provided for shall be paid to
                           the person in whose name that bond, or any previous
                           bond to the extent evidencing the same debt as that
                           evidenced by that bond, is registered at the close of
                           business on the regular record date for such
                           interest, which regular record date shall be the
                           fifteenth calendar day (whether or not a business
                           day) next preceding such interest payment date. If
                           the Company shall default in the payment of the
                           interest due on any interest payment date on the
                           principal represented by any bond of 2002 Series A,
                           such defaulted interest shall forthwith cease to be
                           payable to the registered holder of that bond on the
                           relevant regular record date by virtue of his having
                           been such holder, and such defaulted interest may be
                           paid to the registered holder of that bond (or any
                           bond or bonds of 2002 Series A issued upon transfer
                           or exchange thereof) on the date of payment of such
                           defaulted interest or, at the election of the
                           Company, to the person in whose name that bond (or
                           any bond or bonds of 2002 Series A issued upon
                           transfer or exchange thereof) is registered on a
                           subsequent record date established by notice given by
                           mail by or on behalf of the Company to the holders of
                           bonds of 2002 Series A not less than ten (10) days
                           preceding such subsequent record date, which
                           subsequent record date shall be at least five (5)
                           days prior to the payment date of such defaulted
                           interest.

                                 Bonds of 2002 Series A shall not be assignable
                           or transferable except as may be set forth under
                           Section 405 of the Note Indenture or in the
                           supplemental indenture relating to the Notes, or,
                           subject to compliance with applicable law, as may be
                           involved in the course of the exercise of rights and
                           remedies consequent upon an Event of Default under
                           the Note Indenture. Any such transfer shall be made
                           upon surrender thereof for cancellation at the office
                           or agency of the Company in the Borough of Manhattan,
                           The City and State of New York, together with a
                           written instrument of transfer (if so required by the
                           Company or by the Trustee) in form approved by the
                           Company duly executed by the holder or by its duly
                           authorized attorney. Bonds of 2002 Series A shall in
                           the same manner be exchangeable for a like aggregate
                           principal amount of bonds of 2002 Series A upon the
                           terms and conditions specified herein and in Section
                           7 of Article II of the Indenture. The Company waives
                           its rights under Section 7 of Article II of the
                           Indenture not to make exchanges or transfers of bonds
                           of 2002 Series A during any period of ten days next
                           preceding any redemption date for such bonds.

                                 Bonds of 2002 Series A, in definitive and
                           temporary form, may bear such legends as may be
                           necessary to comply with any law or with any rules or
                           regulations made pursuant thereto or as may be
                           specified in the Note Indenture.



                                       14
<PAGE>

                                 Upon payment of the principal or premium, if
                           any, or interest on the Notes, whether at maturity or
                           prior to maturity by redemption or otherwise, or upon
                           provision for the payment thereof having been made in
                           accordance with Article V of the Note Indenture,
                           bonds of 2002 Series A in a principal amount equal to
                           the principal amount of such Notes, shall, to the
                           extent of such payment of principal, premium or
                           interest, be deemed fully paid and the obligation of
                           the Company thereunder to make such payment shall
                           forthwith cease and be discharged, and, in the case
                           of the payment of principal and premium, if any, such
                           bonds shall be surrendered for cancellation or
                           presented for appropriate notation to the Trustee.

RELEASE                          From and after the Release Date (as defined in
                           the Note Indenture), the bonds of 2002 Series A shall
                           be deemed fully paid, satisfied and discharged and
                           the obligation of the Company thereunder shall be
                           terminated. On the Release Date, the bonds of 2002
                           Series A shall be surrendered to and canceled by the
                           Trustee. The Company covenants and agrees that, prior
                           to the Release Date, it will not take any action that
                           would cause the outstanding principal amount of the
                           bonds of 2002 Series A to be less than the then
                           outstanding principal amount of the Notes.

REDEMPTION OF                    SECTION 2. Bonds of 2002 Series A shall be
BONDS OF 2002 SERIES       redeemed on the respective dates and in the
A.                         respective principal amounts which correspond to the
                           redemption dates for, and the principal amounts to be
                           redeemed of, the Notes.

                                 In the event the Company elects to redeem any
                           Notes prior to maturity in accordance with the
                           provisions of the Note Indenture, the Company shall
                           on the same date redeem bonds of 2002 Series A in
                           principal amounts and at redemption prices
                           corresponding to the Notes so redeemed. The Company
                           agrees to give the Trustee notice of any such
                           redemption of bonds of 2002 Series A on the same date
                           as it gives notice of redemption of Notes to the Note
                           Indenture Trustee.



                                       15
<PAGE>

REDEMPTION OF                    SECTION 3. In the event of an Event of Default
BONDS OF 2002 SERIES       under the Note Indenture and the acceleration of all
A IN EVENT OF              Notes, the bonds of 2002 Series A shall be redeemable
ACCELERATION OF            in whole upon receipt by the Trustee of a written
NOTES.                     demand (hereinafter called a "Redemption Demand")
                           from the Note Indenture Trustee stating that there
                           has occurred under the Note Indenture both an Event
                           of Default and a declaration of acceleration of
                           payment of principal, accrued interest and premium,
                           if any, on the Notes, specifying the last date to
                           which interest on the Notes has been paid (such date
                           being hereinafter referred to as the "Initial
                           Interest Accrual Date") and demanding redemption of
                           the bonds of said series. The Trustee shall, within
                           five days after receiving such Redemption Demand,
                           mail a copy thereof to the Company marked to indicate
                           the date of its receipt by the Trustee. Promptly upon
                           receipt by the Company of such copy of a Redemption
                           Demand, the Company shall fix a date on which it will
                           redeem the bonds of said series so demanded to be
                           redeemed (hereinafter called the "Demand Redemption
                           Date"). Notice of the date fixed as the Demand
                           Redemption Date shall be mailed by the Company to the
                           Trustee at least ten days prior to such Demand
                           Redemption Date. The date to be fixed by the Company
                           as and for the Demand Redemption Date may be any date
                           up to and including the earlier of (x) the 60th day
                           after receipt by the Trustee of the Redemption Demand
                           or (y) the maturity date of such bonds first
                           occurring following the 20th day after the receipt by
                           the Trustee of the Redemption Demand; provided,
                           however, that if the Trustee shall not have received
                           such notice fixing the Demand Redemption Date on or
                           before the 10th day preceding the earlier of such
                           dates, the Demand Redemption Date shall be deemed to
                           be the earlier of such dates. The Trustee shall mail
                           notice of the Demand Redemption Date (such notice
                           being hereinafter called the "Demand Redemption
                           Notice") to the Note Indenture Trustee not more than
                           ten nor less than five days prior to the Demand
                           Redemption Date.



                                       16
<PAGE>

                                 Each bond of 2002 Series A shall be redeemed by
                           the Company on the Demand Redemption Date therefore
                           upon surrender thereof by the Note Indenture Trustee
                           to the Trustee at a redemption price equal to the
                           principal amount thereof plus accrued interest
                           thereon at the rate specified for such bond from the
                           Initial Interest Accrual Date to the Demand
                           Redemption Date plus an amount equal to the aggregate
                           premium, if any, due and payable on such Demand
                           Redemption Date on all Notes; provided, however, that
                           in the event of a receipt by the Trustee of a notice
                           that, pursuant to Section 602 of the Note Indenture,
                           the Note Indenture Trustee has terminated proceedings
                           to enforce any right under the Note Indenture, then
                           any Redemption Demand shall thereby be rescinded by
                           the Note Indenture Trustee, and no Demand Redemption
                           Notice shall be given, or, if already given, shall be
                           automatically annulled; but no such rescission or
                           annulment shall extend to or affect any subsequent
                           default or impair any right consequent thereon.

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

FORM OF BONDS OF                SECTION 4. The bonds of 2002 Series A and the
2002 SERIES A.             form of Trustee's Certificate to be endorsed on such
                           bonds shall be substantially in the following forms,
                           respectively:

                             [FORM OF FACE OF BOND]

                           THE DETROIT EDISON COMPANY
                       GENERAL AND REFUNDING MORTGAGE BOND
                                  2002 SERIES A

                                 Notwithstanding any provisions hereof or in the
                           Indenture, this bond is not assignable or
                           transferable except as may be required to effect a
                           transfer to any successor trustee under the
                           Collateral Trust Indenture, dated as of June 30,
                           1993, as amended, and as further supplemented as of
                           October 23, 2002, between The Detroit Edison Company
                           and Bank One Trust Company, National Association, as
                           Note Trustee, or, subject to compliance with
                           applicable law, as may be involved in the course of
                           the exercise of rights and remedies consequent upon
                           an Event of Default under said Indenture.

                                        $               No.
                                         -------            -------



                                       17
<PAGE>

                                 THE DETROIT EDISON COMPANY (hereinafter called
                           the "Company"), a corporation of the State of
                           Michigan, for value received, hereby promises to pay
                           to Bank One Trust Company, National Association, as
                           Note Trustee, or registered assigns, at the Company's
                           office or agency in the Borough of Manhattan, The
                           City and State of New York, the principal sum of
                           Dollars ($ ) in lawful money of the United States of
                           America on October 15, 2012 (subject to earlier
                           redemption or release) and interest thereon at the
                           rate of 5.20% per annum, in like lawful money, from
                           October 23, 2002, and after the first payment of
                           interest on bonds of this Series has been made or
                           otherwise provided for, from the most recent date to
                           which interest has been paid or otherwise provided
                           for, semi-annually on April 15 and October 15 of each
                           year (commencing April 15, 2003), until the Company's
                           obligation with respect to payment of said principal
                           shall have been discharged, all as provided, to the
                           extent and in the manner specified in the Indenture
                           hereinafter mentioned on the reverse hereof and in
                           the supplemental indenture pursuant to which this
                           bond has been issued.

                                 Under a Collateral Trust Indenture, dated as of
                           June 30, 1993, as amended and as further supplemented
                           as of October 23, 2002 (hereinafter called the "Note
                           Indenture"), between the Company and Bank One Trust
                           Company, National Association, as Note Trustee
                           (hereinafter called the "Note Indenture Trustee"),
                           the Company has issued its 5.20% Senior Notes due
                           2012 (the "Notes"). This bond was originally issued
                           to the Note Indenture Trustee so as to secure the
                           payment of the Notes. Payments of principal of, or
                           premium, if any, or interest on, the Notes shall
                           constitute like payments on this bond as further
                           provided herein and in the supplemental indenture
                           pursuant to which this bond has been issued.

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

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

                                 IN WITNESS WHEREOF, THE DETROIT EDISON COMPANY
                           has caused this instrument to be executed by its Vice
                           President and Treasurer, with his manual or facsimile
                           signatures, and its corporate seal, or a facsimile
                           thereof, to be impressed or imprinted hereon and the
                           same to be attested by its Assistant Corporate
                           Secretary by manual or facsimile signature.



                                       18
<PAGE>

                                Dated: THE DETROIT EDISON COMPANY

                                       By:
                                           -------------------------------------
                                           Vice President and Treasurer

                                [SEAL]

                                Attest:
                                        ----------------------------------------
                                        Assistant Corporate Secretary


                                 [FORM OF REVERSE OF BOND]



                                       19
<PAGE>

                                 This bond is one of an authorized issue of
                           bonds of the Company, unlimited as to amount except
                           as provided in the Indenture hereinafter mentioned or
                           any indentures supplemental thereto, and is one of a
                           series of General and Refunding Mortgage Bonds known
                           as 2002 Series A, limited to an aggregate principal
                           amount of $225,000,000, except as otherwise provided
                           in the Indenture hereinafter mentioned. This bond and
                           all other bonds of said series are issued and to be
                           issued under, and are all equally and ratably secured
                           (except insofar as any sinking, amortization,
                           improvement or analogous fund, established in
                           accordance with the provisions of the Indenture
                           hereinafter mentioned, may afford additional security
                           for the bonds of any particular series and except as
                           provided in Section 3 of Article VI of said
                           Indenture) by an Indenture, dated as of October 1,
                           1924, duly executed by the Company to Bank One,
                           National Association, as successor in interest to
                           Bankers Trust Company, a corporation organized under
                           the laws of the Untied States, as Trustee, to which
                           Indenture and all indentures supplemental thereto
                           (including the Supplemental Indenture dated as of
                           October 15, 2002) reference is hereby made for a
                           description of the properties and franchises
                           mortgaged and conveyed, the nature and extent of the
                           security, the terms and conditions upon which the
                           bonds are issued and under which additional bonds may
                           be issued, and the rights of the holders of the bonds
                           and of the Trustee in respect of such security (which
                           Indenture and all indentures supplemental thereto,
                           including the Supplemental Indenture dated as of
                           October 15, 2002, are hereinafter collectively called
                           the "Indenture"). As provided in the Indenture, said
                           bonds may be for various principal sums and are
                           issuable in series, which may mature at different
                           times, may bear interest at different rates and may
                           otherwise vary as in said Indenture provided. With
                           the consent of the Company and to the extent
                           permitted by and as provided in the Indenture, the
                           rights and obligations of the Company and of the
                           holders of the bonds and the terms and provisions of
                           the Indenture, or of any indenture supplemental
                           thereto, may be modified or altered in certain
                           respects by affirmative vote of at least eighty-five
                           percent (85%) in amount of the bonds then
                           outstanding, and, if the rights of one or more, but
                           less than all, series of bonds then outstanding are
                           to be affected by the action proposed to be taken,
                           then also be affirmative vote of at least eighty-five
                           percent (85%) in amount of the series of bonds so to
                           be affected (excluding in every instance bonds
                           disqualified from voting by reason of the Company's
                           interest therein as specified in the Indenture);
                           provided, however, that, without the consent of the
                           holder hereof, no such modification or alteration
                           shall, among other things, affect the terms of
                           payment of the principal of or the interest on this
                           bond, which in those respects is unconditional.



                                       20
<PAGE>

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

                                 Under the Indenture, funds may be deposited
                           with the Trustee (which shall have become available
                           for payment), in advance of the redemption date of
                           any of the bonds of 2002 Series A (or portions
                           thereof), in trust for the redemption of such bonds
                           (or portions thereof) and the interest due or to
                           become due thereon, and thereupon all obligations of
                           the Company in respect of such bonds (or portions
                           thereof) so to be redeemed and such interest shall
                           cease and be discharged, and the holders thereof
                           shall thereafter be restricted exclusively to such
                           funds for any and all claims of whatsoever nature on
                           their part under the Indenture or with respect to
                           such bonds (or portions thereof) and interest.

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

                                 Upon payment of the principal of, or premium,
                           if any, or interest on, the Notes, whether at
                           maturity or prior to maturity by redemption or
                           Otherwise or upon provision for the payment thereof
                           having been made in accordance with Article V of the
                           Note Indenture, bonds of 2002 Series A in a principal
                           amount equal to the principal amount of such Notes,
                           and having both a corresponding maturity date and
                           interest rate shall, to the extent of such payment of
                           principal, premium or interest, be deemed fully paid
                           and the obligation of the Company thereunder to make
                           such payment shall forthwith cease and be discharged,
                           and, in the case of the payment of principal and
                           premium, if any, such bonds of said series shall be
                           surrendered for cancellation or presented for
                           appropriate notation to the Trustee.



                                       21
<PAGE>

                                 This bond is not assignable or transferable
                           except as set forth under Section 405 of the Note
                           Indenture or in the supplemental indenture relating
                           to the Notes, or, subject to compliance with
                           applicable law, as may be involved in the course of
                           the exercise of rights and remedies consequent upon
                           an Event of Default under the Note Indenture. Any
                           such transfer shall be made by the registered holder
                           hereof, in person or by his attorney duly authorized
                           in writing, on the books of the Company kept at its
                           office or agency in the Borough of Manhattan, The
                           City and State of New York, upon surrender and
                           cancellation of this bond, and thereupon, a new
                           registered bond of the same series of authorized
                           denominations for a like aggregate principal amount
                           will be issued to the transferee in exchange
                           therefor, and this bond with others in like form may
                           in like manner be exchanged for one or more new bonds
                           of the same series of other authorized denominations,
                           but of the same aggregate principal amount, all as
                           provided and upon the terms and conditions set forth
                           in the Indenture, and upon payment, in any event, of
                           the charges prescribed in the Indenture.

                                 From and after the Release Date (as defined in
                           the Note Indenture), the bonds of 2002 Series A shall
                           be deemed fully paid, satisfied and discharged and
                           the obligation of the Company thereunder shall be
                           terminated. On the Release Date, the bonds of 2002
                           Series A shall be surrendered to and cancelled by the
                           Trustee. The Company covenants and agrees that, prior
                           to the Release Date, it will not take any action that
                           would cause the outstanding principal amount of the
                           bond of 2002 Series A to be less than the then
                           outstanding principal amount of the Notes.

                                 No recourse shall be had for the payment of the
                           principal of or the interest on this bond, or for any
                           claim based hereon or otherwise in respect hereof or
                           of the Indenture, or of any indenture supplemental
                           thereto, against any incorporator, or against any
                           past, present or future stockholder, director or
                           officer, as such, of the Company, or of any
                           predecessor or successor corporation, either directly
                           or through the Company or any such predecessor or
                           successor corporation, whether for amounts unpaid on
                           stock subscriptions or by virtue of any constitution,
                           statute or rule of law, or by the enforcement of any
                           assessment or penalty or otherwise howsoever; all
                           such liability being, by the acceptance hereof and as
                           art of the consideration for the issue hereof,
                           expressly waived and released by every holder or
                           owner hereof, as more fully provided in the
                           Indenture.



                                       22
<PAGE>

                                    [FORM OF TRUSTEE'S CERTIFICATE]

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

                           BANK ONE, NATIONAL ASSOCIATION as Trustee

                           By
                              --------------------
                               Authorized Officer


                                    PART II.
            CREATION OF THREE HUNDRED THIRTY-SECOND SERIES OF BONDS.
               GENERAL AND REFUNDING MORTGAGE BONDS, 2002 SERIES B


TERMS OF BONDS OF                SECTION 1. The Company hereby creates the three
2002  SERIES B.            hundred thirty-second series of bonds to be issued
                           under and secured by the Original Indenture as
                           amended to date and as further amended by this
                           Supplemental Indenture, to be designated, and to be
                           distinguished from the bonds of all other series, by
                           the title "General and Refunding Mortgage Bonds, 2002
                           Series B" (elsewhere herein referred to as the "bonds
                           of 2002 Series B"). The aggregate principal amount of
                           bonds of 2002 Series B shall be limited to ($ Two
                           hundred and twenty-five million dollars
                           ($225,000,000), except as provided in Sections 7 and
                           13 of Article II of the Original Indenture with
                           respect to exchanges and replacements of bonds, and
                           except further that the Company may, without the
                           consent of the holders of the bonds of 2002 Series B,
                           "reopen" the bonds of 2002 Series B so as to increase
                           the aggregate principal amount outstanding to equal
                           the aggregate principal amount of Notes outstanding
                           upon a "reopening" of such series, so long as any
                           additional bonds of 2002 Series B have the same tenor
                           and terms as the bonds of 2002 Series B established
                           hereby.

                                 Subject to the release provisions set forth
                           below, each bond of 2002 Series B is to be
                           irrevocably assigned to, and registered in the name
                           of, Bank One Trust Company, National Association, as
                           trustee, or a successor trustee (said trustee or any
                           successor trustee being hereinafter referred to as
                           the "Note Indenture Trustee"), under the collateral
                           trust indenture, dated as of June 30, 1993 (the "Note
                           Indenture"), as supplemented, between the Note
                           Indenture Trustee and the Company, to secure payment
                           of the Company's 6.35% Senior Notes due 2032 (for
                           purposes of this Part, the "Notes").



                                       23
<PAGE>

                                 The bonds of 2002 Series B shall be issued as
                           registered bonds without coupons in denominations of
                           a multiple of $1,000. The bonds of 2002 Series B
                           shall be issued in the aggregate principal amount of
                           $225,000,000, shall mature on October 15, 2032
                           (subject to earlier redemption or release) and shall
                           bear interest at the rate of 6.25% per annum, payable
                           semiannually in arrears on April 15 and October 15 of
                           each year (commencing April 15, 2003), until the
                           principal thereof shall have become due and payable
                           and thereafter until the Company's obligation with
                           respect to the payment of said principal shall have
                           been discharged as provided in the Indenture.

                                 The bonds of 2002 Series B shall be payable as
                           to principal, premium, if any, and interest as
                           provided in the Indenture, but only to the extent and
                           in the manner herein provided. The bonds of 2002
                           Series B shall be payable, both as to principal and
                           interest, at the office or agency of the Company in
                           the Borough of Manhattan, The City and State of New
                           York, in any coin or currency of the United States of
                           America which at the time of payment is legal tender
                           for public and private debts.

                                 Except as provided herein, each bond of 2002
                           Series B shall be dated the date of its
                           authentication and interest shall be payable on the
                           principal represented thereby from the April 1 or
                           October 1 next preceding the date thereof to which
                           interest has been paid on bonds of 2002 Series B,
                           unless the bond is authenticated on a date to which
                           interest has been paid, in which case interest shall
                           be payable from the date of authentication, or unless
                           the date of authentication is prior to April 15,
                           2003, in which case interest shall be payable from
                           October 23, 2002.

                                 The bonds of 2002 Series B, in definitive form
                           shall be, at the election of the Company, fully
                           engraved or shall be lithographed or printed in
                           authorized denominations as aforesaid and numbered 1
                           and upwards (with such further designation as may be
                           appropriate and desirable to indicate by such
                           designation the form, series and denomination of
                           bonds of 2002 Series B). Until bonds of 2002 Series B
                           in definitive form are ready for delivery, the
                           Company may execute, and upon its request in writing
                           the Trustee shall authenticate and deliver in lieu
                           thereof, bonds of 2002 Series B in temporary form, as
                           provided in Section 10 of Article II of the
                           Indenture. Temporary bonds of 2002 Series B, if any,
                           may be printed and may be issued in authorized
                           denominations in substantially the form of definitive
                           bonds of 2002 Series B, but without a recital of
                           redemption prices and with such omissions, insertions
                           and variations as may be appropriate for temporary
                           bonds, all as may be determined by the Company.



                                       24
<PAGE>

                                 Interest on any bond of 2002 Series B which is
                           payable on any interest payment date and is
                           punctually paid or duly provided for shall be paid to
                           the person in whose name that bond, or any previous
                           bond to the extent evidencing the same debt as that
                           evidenced by that bond, is registered at the close of
                           business on the regular record date for such
                           interest, which regular record date shall be the
                           fifteenth calendar day (whether or not a business
                           day) next preceding such interest payment date. If
                           the Company shall default in the payment of the
                           interest due on any interest payment date on the
                           principal represented by any bond of 2002 Series B,
                           such defaulted interest shall forthwith cease to be
                           payable to the registered holder of that bond on the
                           relevant regular record date by virtue of his having
                           been such holder, and such defaulted interest may be
                           paid to the registered holder of that bond (or any
                           bond or bonds of 2002 Series B issued upon transfer
                           or exchange thereof) on the date of payment of such
                           defaulted interest or, at the election of the
                           Company, to the person in whose name that bond (or
                           any bond or bonds of 2002 Series B issued upon
                           transfer or exchange thereof) is registered on a
                           subsequent record date established by notice given by
                           mail by or on behalf of the Company to the holders of
                           bonds of 2002 Series B not less than ten (10) days
                           preceding such subsequent record date, which
                           subsequent record date shall be at least five (5)
                           days prior to the payment date of such defaulted
                           interest.

                                 Bonds of 2002 Series B shall not be assignable
                           or transferable except as may be set forth under
                           Section 405 of the Note Indenture or in the
                           supplemental indenture relating to the Notes, or,
                           subject to compliance with applicable law, as may be
                           involved in the course of the exercise of rights and
                           remedies consequent upon an Event of Default under
                           the Note Indenture. Any such transfer shall be made
                           upon surrender thereof for cancellation at the office
                           or agency of the Company in the Borough of Manhattan,
                           The City and State of New York, together with a
                           written instrument of transfer (if so required by the
                           Company or by the Trustee) in form approved by the
                           Company duly executed by the holder or by its duly
                           authorized attorney. Bonds of 2002 Series B shall in
                           the same manner be exchangeable for a like aggregate
                           principal amount of bonds of 2002 Series B upon the
                           terms and conditions specified herein and in Section
                           7 of Article II of the Indenture. The Company waives
                           its rights under Section 7 of Article II of the
                           Indenture not to make exchanges or transfers of bonds
                           of 2002 Series B during any period of ten days next
                           preceding any redemption date for such bonds.



                                       25
<PAGE>

                                 Bonds of 2002 Series B, in definitive and
                           temporary form, may bear such legends as may be
                           necessary to comply with any law or with any rules or
                           regulations made pursuant thereto or as may be
                           specified in the Note Indenture.

                                 Upon payment of the principal or premium, if
                           any, or interest on the Notes, whether at maturity or
                           prior to maturity by redemption or otherwise, or upon
                           provision for the payment thereof having been made in
                           accordance with Article V of the Note Indenture,
                           bonds of 2002 Series B in a principal amount equal to
                           the principal amount of such Notes, shall, to the
                           extent of such payment of principal, premium or
                           interest, be deemed fully paid and the obligation of
                           the Company thereunder to make such payment shall
                           forthwith cease and be discharged, and, in the case
                           of the payment of principal and premium, if any, such
                           bonds shall be surrendered for cancellation or
                           presented for appropriate notation to the Trustee.

RELEASE.                         From and after the Release Date (as defined in
                           the Note Indenture), the bonds of 2002 Series B shall
                           be deemed fully paid, satisfied and discharged and
                           the obligation of the Company thereunder shall be
                           terminated. On the Release Date, the bonds of 2002
                           Series B shall be surrendered to and canceled by the
                           Trustee. The Company covenants and agrees that, prior
                           to the Release Date, it will not take any action that
                           would cause the outstanding principal amount of the
                           bonds of 2002 Series B to be less than the then
                           outstanding principal amount of the Notes.

REDEMPTION OF                    SECTION 2. Bonds of 2002 Series B shall be
BONDS OF 2002 SERIES       redeemed on the respective dates and in the
B.                         respective principal amounts which correspond to the
                           redemption dates for, and the principal amounts to be
                           redeemed of, the Notes.

                                 In the event the Company elects to redeem any
                           Notes prior to maturity in accordance with the
                           provisions of the Note Indenture, the Company shall
                           on the same date redeem bonds of 2002 Series B in
                           principal amounts and at redemption prices
                           corresponding to the Notes so redeemed. The Company
                           agrees to give the Trustee notice of any such
                           redemption of bonds of 2002 Series B on the same date
                           as it gives notice of redemption of Notes to the Note
                           Indenture Trustee.



                                       26
<PAGE>

REDEMPTION OF                    SECTION 3. In the event of an Event of Default
BONDS OF 2002 SERIES       under the Note Indenture and the acceleration of all
B IN EVENT OF              Notes, the bonds of 2002 Series B shall be redeemable
ACCELERATION OF NOTES.     in whole upon receipt by the Trustee of a written
                           demand (hereinafter called a "Redemption Demand")
                           from the Note Indenture Trustee stating that there
                           has occurred under the Note Indenture both an Event
                           of Default and a declaration of acceleration of
                           payment of principal, accrued interest and premium,
                           if any, on the Notes, specifying the last date to
                           which interest on the Notes has been paid (such date
                           being hereinafter referred to as the "Initial
                           Interest Accrual Date") and demanding redemption of
                           the bonds of said series. The Trustee shall, within
                           five days after receiving such Redemption Demand,
                           mail a copy thereof to the Company marked to indicate
                           the date of its receipt by the Trustee. Promptly upon
                           receipt by the Company of such copy of a Redemption
                           Demand, the Company shall fix a date on which it will
                           redeem the bonds of said series so demanded to be
                           redeemed (hereinafter called the "Demand Redemption
                           Date"). Notice of the date fixed as the Demand
                           Redemption Date shall be mailed by the Company to the
                           Trustee at least ten days prior to such Demand
                           Redemption Date. The date to be fixed by the Company
                           as and for the Demand Redemption Date may be any date
                           up to and including the earlier of (x) the 60th day
                           after receipt by the Trustee of the Redemption Demand
                           or (y) the maturity date of such bonds first
                           occurring following the 20th day after the receipt by
                           the Trustee of the Redemption Demand; provided,
                           however, that if the Trustee shall not have received
                           such notice fixing the Demand Redemption Date on or
                           before the 10th day preceding the earlier of such
                           dates, the Demand Redemption Date shall be deemed to
                           be the earlier of such dates. The Trustee shall mail
                           notice of the Demand Redemption Date (such notice
                           being hereinafter called the "Demand Redemption
                           Notice") to the Note Indenture Trustee not more than
                           ten nor less than five days prior to the Demand
                           Redemption Date.



                                       27
<PAGE>

                                 Each bond of 2002 Series B shall be redeemed by
                           the Company on the Demand Redemption Date therefore
                           upon surrender thereof by the Note Indenture Trustee
                           to the Trustee at a redemption price equal to the
                           principal amount thereof plus accrued interest
                           thereon at the rate specified for such bond from the
                           Initial Interest Accrual Date to the Demand
                           Redemption Date plus an amount equal to the aggregate
                           premium, if any, due and payable on such Demand
                           Redemption Date on all Notes; provided, however, that
                           in the event of a receipt by the Trustee of a notice
                           that, pursuant to Section 602 of the Note Indenture,
                           the Note Indenture Trustee has terminated proceedings
                           to enforce any right under the Note Indenture, then
                           any Redemption Demand shall thereby be rescinded by
                           the Note Indenture Trustee, and no Demand Redemption
                           Notice shall be given, or, if already given, shall be
                           automatically annulled; but no such rescission or
                           annulment shall extend to or affect any subsequent
                           default or impair any right consequent thereon.

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

FORM OF BONDS OF                 SECTION 4. The bonds of 2002 Series B and the
2002 SERIES B.             form of Trustee's Certificate to be endorsed on such
                           bonds shall be substantially in the following forms,
                           respectively:

                             [FORM OF FACE OF BOND]

                           THE DETROIT EDISON COMPANY
                       GENERAL AND REFUNDING MORTGAGE BOND
                                  2002 SERIES B

                                 Notwithstanding any provisions hereof or in the
                           Indenture, this bond is not assignable or
                           transferable except as may be required to effect a
                           transfer to any successor trustee under the
                           Collateral Trust Indenture, dated as of June 30,
                           1993, as amended, and as further supplemented as of
                           October 23, 2002, between The Detroit Edison Company
                           and Bank One Trust Company, National Association, as
                           Note Trustee, or, subject to compliance with
                           applicable law, as may be involved in the course of
                           the exercise of rights and remedies consequent upon
                           an Event of Default under said Indenture.

                           $                                          No.
                            ----------                                   -------



                                       28
<PAGE>

                                 THE DETROIT EDISON COMPANY (hereinafter called
                           the "Company"), a corporation of the State of
                           Michigan, for value received, hereby promises to pay
                           to Bank One Trust Company, National Association, as
                           Note Trustee, or registered assigns, at the Company's
                           office or agency in the Borough of Manhattan, The
                           City and State of New York, the principal sum of
                           dollars ($ ) in lawful money of the United States of
                           America on October 15, 2032 (subject to earlier
                           redemption or release) and interest thereon at the
                           rate of 6.35% per annum, in like lawful money, from
                           October 23, 2002, and after the first payment of
                           interest on bonds of this Series has been made or
                           otherwise provided for, from the most recent date to
                           which interest has been paid or otherwise provided
                           for, semi-annually on April 15 and October 15 of each
                           year (commencing April 15, 2003), until the Company's
                           obligation with respect to payment of said principal
                           shall have been discharged, all as provided, to the
                           extent and in the manner specified in the Indenture
                           hereinafter mentioned on the reverse hereof and in
                           the supplemental indenture pursuant to which this
                           bond has been issued.

                                 Under a Collateral Trust Indenture, dated as of
                           June 30, 1993, as amended and as further supplemented
                           as of October 23, 2002 (hereinafter called the "Note
                           Indenture"), between the Company and Bank One Trust
                           Company, National Association, as Note Trustee
                           (hereinafter called the "Note Indenture Trustee"),
                           the Company has issued its 6.35% Senior Notes due
                           2032 (the "Notes"). This bond was originally issued
                           to the Note Indenture Trustee so as to secure the
                           payment of the Notes. Payments of principal of, or
                           premium, if any, or interest on, the Notes shall
                           constitute like payments on this bond as further
                           provided herein and in the supplemental indenture
                           pursuant to which this bond has been issued.

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

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



                                       29
<PAGE>

                                 IN WITNESS WHEREOF, THE DETROIT EDISON COMPANY
                           has caused this instrument to be executed by its Vice
                           President and Treasurer, with his manual or facsimile
                           signatures, and its corporate seal, or a facsimile
                           thereof, to be impressed or imprinted hereon and the
                           same to be attested by its Assistant Corporate
                           Secretary by manual or facsimile signature.

                           Dated:  THE DETROIT EDISON COMPANY

                           By:
                               ------------------------------------------
                                       Vice President and Treasurer

                           [SEAL]

                           Attest:
                                   --------------------------------------
                                       Assistant Corporate Secretary



                                       30
<PAGE>


                                          [FORM OF REVERSE OF BOND]

                                 This bond is one of an authorized issue of
                           bonds of the Company, unlimited as to amount except
                           as provided in the Indenture hereinafter mentioned or
                           any indentures supplemental thereto, and is one of a
                           series of General and Refunding Mortgage Bonds known
                           as 2002 Series B, limited to an aggregate principal
                           amount of $225,000,000, except as otherwise provided
                           in the Indenture hereinafter mentioned. This bond and
                           all other bonds of said series are issued and to be
                           issued under, and are all equally and ratably secured
                           (except insofar as any sinking, amortization,
                           improvement or analogous fund, established in
                           accordance with the provisions of the Indenture
                           hereinafter mentioned, may afford additional security
                           for the bonds of any particular series and except as
                           provided in Section 3 of Article VI of said
                           Indenture) by an Indenture, dated as of October 1,
                           1924, duly executed by the Company to Bank One,
                           National Association, as successor in interest to
                           Bankers Trust Company, a corporation organized under
                           the laws of the United States, as Trustee, to which
                           Indenture and all indentures supplemental thereto
                           (including the Supplemental Indenture dated as of
                           October 15, 2002) reference is hereby made for a
                           description of the properties and franchises
                           mortgaged and conveyed, the nature and extent of the
                           security, the terms and conditions upon which the
                           bonds are issued and under which additional bonds may
                           be issued, and the rights of the holders of the bonds
                           and of the Trustee in respect of such security (which
                           Indenture and all indentures supplemental thereto,
                           including the Supplemental Indenture dated as of ,
                           are hereinafter collectively called the "Indenture").
                           As provided in the Indenture, said bonds may be for
                           various principal sums and are issuable in series,
                           which may mature at different times, may bear
                           interest at different rates and may otherwise vary as
                           in said Indenture provided. With the consent of the
                           Company and to the extent permitted by and as
                           provided in the Indenture, the rights and obligations
                           of the Company and of the holders of the bonds and
                           the terms and provisions of the Indenture, or of any
                           indenture supplemental thereto, may be modified or
                           altered in certain respects by affirmative vote of at
                           least eighty-five percent (85%) in amount of the
                           bonds then outstanding, and, if the rights of one or
                           more, but less than all, series of bonds then
                           outstanding are to be affected by the action proposed
                           to be taken, then also be affirmative vote of at
                           least eighty-five percent (85%) in amount of the
                           series of bonds so to be affected (excluding in every
                           instance bonds disqualified from voting by reason of
                           the Company's interest therein as specified in the
                           Indenture); provided, however, that, without the
                           consent of the holder hereof, no such modification or
                           alteration shall, among other things, affect the
                           terms of payment of the principal




                                       31
<PAGE>

                           of or the interest on this bond, which in those
                           respects is unconditional.

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

                                 Under the Indenture, funds may be deposited
                           with the Trustee (which shall have become available
                           for payment), in advance of the redemption date of
                           any of the bonds of 2002 Series B (or portions
                           thereof), in trust for the redemption of such bonds
                           (or portions thereof) and the interest due or to
                           become due thereon, and thereupon all obligations of
                           the Company in respect of such bonds (or portions
                           thereof) so to be redeemed and such interest shall
                           cease and be discharged, and the holders thereof
                           shall thereafter be restricted exclusively to such
                           funds for any and all claims of whatsoever nature on
                           their part under the Indenture or with respect to
                           such bonds (or portions thereof) and interest.

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

                                 Upon payment of the principal of, or Premium,
                           if any, or interest on, the Notes, whether at
                           maturity or prior to maturity by redemption or
                           otherwise or upon provision for the Payment thereof
                           having been made in accordance with Article V of the
                           Note Indenture, bonds of 2002 Series B in a principal
                           amount equal to the Principal amount of such Notes,
                           and having both a corresponding maturity date and
                           interest rate shall, to the extent of such payment of
                           Principal, premium or interest, be deemed fully paid
                           and the obligation of the Company thereunder to make
                           such payment shall forthwith cease and be discharged,
                           and, in the case of the payment of Principal and
                           premium, if any, such bonds of said series shall be
                           surrendered for cancellation or presented for
                           appropriate notation to the Trustee.



                                       32
<PAGE>

                                 This bond is not assignable or transferable
                           except as set forth under Section 405 of the Note
                           Indenture or in the supplemental indenture relating
                           to the Notes, or, subject to compliance with
                           applicable law, as may be Involved in the course of
                           the exercise of rights and remedies consequent upon
                           an Event of Default under the Note Indenture. Any
                           such transfer shall be made by the registered holder
                           hereof, in person or by his attorney duly authorized
                           in writing, on the books of the Company kept at its
                           office or agency in the Borough of Manhattan, The
                           City and State of New York, upon surrender and
                           cancellation of this bond, and thereupon, a new
                           registered bond of the same series of authorized
                           denominations for a like aggregate principal amount
                           will be issued to the transferee in exchange
                           therefor, and this bond with others in like form may
                           in like manner be exchanged for one or more new bonds
                           of the same series of other authorized denominations,
                           but of the same aggregate principal amount, all as
                           provided and upon the terms and conditions set forth
                           in the Indenture, and upon payment, in any event, of
                           the charges prescribed in the Indenture.

                                 From and after the Release Date (as defined in
                           the Note Indenture), the bonds of 2002 Series B shall
                           be deemed fully paid, satisfied and discharged and
                           the obligation of the Company thereunder shall be
                           terminated. On the Release Date, the bonds of 2002
                           Series B shall be surrendered to and cancelled by the
                           Trustee. The Company covenants and agrees that, prior
                           to the Release Date, it will not take any action that
                           would cause the outstanding principal amount of the
                           bond of 2002 Series B to be less than the then
                           outstanding principal amount of the Notes.

                                 No recourse shall be had for the payment of the
                           principal of or the interest on this bond, or for any
                           claim based hereon or otherwise in respect hereof or
                           of the Indenture, or of any indenture supplemental
                           thereto, against any incorporator, or against any
                           past, present or future stockholder, director or
                           officer, as such, of the Company, or of any
                           predecessor or successor corporation, either directly
                           or through the Company or any such predecessor or
                           successor corporation, whether for amounts unpaid on
                           stock subscriptions or by virtue of any constitution,
                           statute or rule of law, or by the enforcement of any
                           assessment or penalty or otherwise howsoever; all
                           such liability being, by the acceptance hereof and as
                           part of the consideration for the issue hereof,
                           expressly waived and released by every holder or
                           owner hereof, as more fully Provided in the
                           Indenture.

                                      [FORM OF TRUSTEE'S CERTIFICATE]

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


                                       33
<PAGE>

                           Bank One, National
                           Association, as Trustee

                           By
                              ----------------------------------
                                       Authorized Officer

                                    PART III.

                            RECORDING AND FILING DATA

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

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

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



                                       34
<PAGE>

<Table>
<Caption>
                                                                            RECORDED AND/OR
                                                                          FILED AS SET FORTH
                                                                                  IN
          SUPPLEMENTAL                         PURPOSE OF                    SUPPLEMENTAL
            INDENTURE                         SUPPLEMENTAL                    INDENTURE
           DATED AS OF                          INDENTURE                    DATED AS OF:
          ------------                        ------------                ------------------
<S>                                           <C>                         <C>
June 1, 1925(a)(b)..........................  Series B Bonds              February 1, 1940
August 1, 1927(a)(b)........................  Series C Bonds              February 1, 1940
February 1, 1931(a)(b)......................  Series D Bonds              February 1, 1940
June 1, 1931(a)(b)..........................  Subject Properties          February 1, 1940
October 1, 1932(a)(b).......................  Series.E Bonds              February 1, 1940
September 25, 1935(a)(b)....................  Series.F Bonds              February 1, 1940
September 1, 1936(a)(b).....................  Series.G Bonds              February 1, 1940
November 1, 1936(a)(b)......................  Subject Properties          February 1, 1940
February 1, 1940(a)(b)......................  Subject Properties          September 1, 1947
December 1, 1940(a)(b)......................  Series.H Bonds and          September 1, 1947
                                                 Additional
                                                 Provisions
September 1,                                  Series I Bonds,             November 15, 1951
1947(a)(b)(c)...............................      Subject
                                                  Properties and
                                                  Additional
                                                  Provisions
March 1, 1950(a)(b)(c)......................  Series.J Bonds and          November 15, 1951
                                                  Additional
                                                  Provisions
November 15,                                  Series K Bonds              January 15, 1953
1951(a)(b)(c)...............................      Additional
                                                  Provisions and
                                                  Subject Properties
January 15, 1953(a)(b)......................  Series.L Bonds              May 1, 1953
May 1, 1953(a)..............................  Series.M Bonds and          March 15, 1954
                                              Subject Properties
March 15, 1954(a)(c)........................  Series.N Bonds and          May 15, 1955
                                              Subject Properties
May 15, 1955(a)(c)..........................  Series.O Bonds and          August 15, 1957
                                                  Subject Properties
August 15, 1957(a)(c).......................  Series.P Bonds              June 1, 1959
                                                  Additional
                                                  Provisions and
                                                  Subject Properties
June 1, 1959(a)(c)..........................  Series.Q Bonds and          December 1, 1966
                                                  Subject Properties
December 1, 1966(a)(c)......................  Series.R Bonds              October 1, 1968
                                                  Additional
                                                  Provisions and
                                                  Subject Properties
October 1, 1968(a)(c).......................  Series.S Bonds and          December 1, 1969
                                                  Subject Properties
December 1, 1969(a)(c)......................  Series.T Bonds and          July 1, 1970
                                                  Subject Properties
July 1, 1970(c).............................  Series.U Bonds and          December 15, 1970
                                                  Subject Properties
</Table>



                                       35
<PAGE>

<Table>
<Caption>
                                                                            RECORDED AND/OR
                                                                          FILED AS SET FORTH
                                                                                  IN
          SUPPLEMENTAL                         PURPOSE OF                    SUPPLEMENTAL
            INDENTURE                         SUPPLEMENTAL                    INDENTURE
           DATED AS OF                          INDENTURE                    DATED AS OF:
          ------------                        ------------                ------------------
<S>                                           <C>                         <C>

December 15, 1970(c)........................  Series.V and                June 15, 1971
                                              Series W Bonds
June 15, 1971(c)............................  Series.X Bonds and          November 15, 1971
                                              Subject Properties
November 15, 1971(c)........................  Series.Y Bonds and          January 15, 1973
                                              Subject Properties
January 15, 1973(c).........................  Series.Z Bonds and          May 1, 1974
                                              Subject Properties
May 1, 1974.................................  Series.AA Bonds and         October 1, 1974
                                              Subject Properties
October 1, 1974.............................  Series.BB Bonds and         January 15, 1975
                                              Subject Properties
January 15, 1975............................  Series.CC Bonds and         November 1, 1975
                                                  Subject Properties
November 1, 1975............................  Series.DDP Nos. 1-9         December 15, 1975
                                                  Bonds and Subject
                                                  Properties
December 15, 1975...........................  Series.EE Bonds and         February 1, 1976
                                                  Subject Properties
February 1, 1976............................  Series FFR Nos. 1-13        June 15, 1976
                                                  Bonds
June 15, 1976...............................  Series GGP Nos. 1-7         July 15, 1976
                                                  Bonds and Subject
                                                  Properties
July 15, 1976...............................  Series HH Bonds and         February 15, 1977
                                                  Subject Properties
February 15, 1977...........................  Series MMP Bonds and        March 1, 1977
                                                  Subject Properties
March 1, 1977...............................  Series IIP Nos. 1-7         June 15, 1977
                                                  Bonds, Series JJP
                                                  Nos. 1-7 Bonds,
                                                  Series KKP
                                                  Nos. 1-7 Bonds
                                                  and Series LLP
                                                  Nos. 1-7 Bonds
June 15, 1977...............................  Series FFR No. 14           July 1, 1977
                                                  Bonds and
                                                  Subject Properties
July 1, 1977................................  Series NNP Nos. 1-7         October 1, 1977
                                                  Bonds and Subject
                                                  Properties
October 1, 1977.............................  Series GGP Nos. 8-22        June 1, 1978
                                                  Bonds and
                                                  Series OOP
                                                  Nos. 1-17 Bonds and
                                                  Subject Properties
</Table>



                                       36
<PAGE>
<Table>
<Caption>
                                                                            RECORDED AND/OR
                                                                          FILED AS SET FORTH
                                                                                  IN
          SUPPLEMENTAL                         PURPOSE OF                    SUPPLEMENTAL
            INDENTURE                         SUPPLEMENTAL                    INDENTURE
           DATED AS OF                          INDENTURE                    DATED AS OF:
          ------------                        ------------                ------------------
<S>                                           <C>                         <C>
June 1, 1978................................  Series PP Bonds,            October 15, 1978
                                                  Series QQP
                                                  Nos. 1-9 Bonds and
                                                  Subject Properties
October 15, 1978............................  Series RR Bonds and         March 15, 1979
                                                  Subject Properties
March 15, 1979..............................  Series SS Bonds and         July 1, 1979
                                                  Subject Properties
July 1, 1979................................  Series IIP Nos. 8-22        September 1, 1979
                                                  Bonds, Series NNP
                                                  Nos. 8-21 Bonds
                                                  and Series TTP
                                                  Nos. 1-15 Bonds and
                                                  Subject Properties
September 1, 1979...........................  Series JJP No. 8            September 15,
                                                  Bonds, Series KKP       1979
                                                  No. 8 Bonds,
                                                  Series LLP
                                                  Nos. 8-15 Bonds,
                                                  Series MMP No. 2
                                                  Bonds and
                                                  Series OOP No. 18
                                                  Bonds and
                                                  Subject
                                                  Properties
September 15, 1979..........................  Series UU Bonds             January 1, 1980
January 1, 1980.............................  1980 Series A Bonds         April 1, 1980
                                                  and Subject
                                                  Properties
April 1, 1980...............................  1980 Series B Bonds         August 15, 1980
August 15, 1980.............................  Series QQP Nos. 10-19       August 1, 1981
                                                  Bonds,
                                                  1980 Series CP
                                                  Nos. 1-12 Bonds
                                                  and 1980
                                                  Series DP
                                                  No. 1-11 Bonds
                                                  and Subject
                                                  Properties
August 1, 1981..............................  1980 Series CP              November 1, 1981
                                                  Nos. 13-25 Bonds
                                                  and Subject
                                                  Properties
November 1, 1981............................  1981 Series AP              June 30, 1982
                                                  Nos. 1-12 Bonds
June 30, 1982...............................  Article XIV                 August 15, 1982
                                              Reconfirmation
</Table>



                                       37
<PAGE>
<Table>
<Caption>
                                                                            RECORDED AND/OR
                                                                          FILED AS SET FORTH
                                                                                  IN
          SUPPLEMENTAL                         PURPOSE OF                    SUPPLEMENTAL
            INDENTURE                         SUPPLEMENTAL                    INDENTURE
           DATED AS OF                          INDENTURE                    DATED AS OF:
          ------------                        ------------                ------------------
<S>                                           <C>                         <C>

August 15, 1982.............................  1981 Series AP              June 1, 1983
                                                  Nos. 13-14 and
                                                  Subject Properties
June 1, 1983................................  1981 Series AP              October 1, 1984
                                                  Nos. 15-16 and
                                                  Subject Properties
October 1, 1984.............................  1984 Series AP and          May 1, 1985
                                                  1984 Series BP
                                                  Bonds and
                                                  Subject Properties
May 1, 1985.................................  1985 Series A Bonds         May 15, 1985
May 15, 1985................................  1985 Series B Bonds         October 15, 1985
                                                  and Subject
                                                  Properties
October 15, 1985............................  Series KKP No. 9            April 1, 1986
                                                  Bonds and
                                                  Subject Properties
April 1, 1986...............................  1986 Series A and           August 15, 1986
                                                  Subject Properties
August 15, 1986.............................  1986 Series B and           November 30, 1986
                                                  Subject Properties
November 30, 1986...........................  1986 Series C               January 31, 1987
January 31, 1987............................  1987 Series A               April 1, 1987
April 1, 1987...............................  1987 Series B and           August 15, 1987
                                                  1987 Series C
August 15, 1987.............................  1987 Series D and           November 30, 1987
                                                  1987 Series E and
                                                  Subject Properties
November 30, 1987...........................  1987 Series F               June 15, 1989
June 15, 1989...............................  1989 Series A               July 15, 1989
July 15, 1989...............................  Series KKP No. 10           December 1, 1989
December 1, 1989............................  Series KKP No. 11 and       February 15, 1990
                                                  1989 Series BP
February 15, 1990...........................  1990 Series A, 1990         November 1, 1990
                                                  Series B, 1990
                                                  Series C,
                                                  1990 Series D,
                                                  1990 Series E and
                                                  1990 Series F
November 1, 1990............................  Series KKP No. 12           April 1, 1991
April 1, 1991...............................  1991 Series AP              May 1, 1991
May 1, 1991.................................  1991 Series BP and          May 15, 1991
                                              1991 Series CP
May 15, 1991................................  1991 Series DP              September 1, 1991
September 1, 1991...........................  1991 Series EP              November 1, 1991
November 1, 1991............................  1991 Series FP              January 15, 1992
</Table>



                                       38
<PAGE>
<Table>
<Caption>
                                                                            RECORDED AND/OR
                                                                          FILED AS SET FORTH
                                                                                  IN
          SUPPLEMENTAL                         PURPOSE OF                    SUPPLEMENTAL
            INDENTURE                         SUPPLEMENTAL                    INDENTURE
           DATED AS OF                          INDENTURE                    DATED AS OF:
          ------------                        ------------                ------------------
<S>                                           <C>                         <C>

January 15, 1992............................  1992 Series BP              February 29, 1992
                                                                          and April 15, 1992
February 29, 1992...........................  1992 Series AP              April 15, 1992
April 15, 1992..............................  Series KKP No. 13           July 15, 1992
July 15, 1992...............................  1992 Series CP              November 30, 1992
July 31, 1992...............................  1992 Series D               November 30, 1992
November 30, 1992...........................  1992 Series E and           March 15, 1993
                                                  1993 Series D
December 15, 1992...........................  Series KKP No. 14 and       March 15, 1992
                                                  1989 Series BP
                                                  No. 2
January 1, 1993.............................  1993 Series C               April 1, 1993
March 1, 1993...............................  1993 Series E               June 30, 1993
March 15, 1993..............................  1993 Series D               September 15,
                                                                          1993
April 1, 1993...............................  1993 Series FP and          September 15,
                                              1993 Series IP              1993
April 26, 1993..............................  1993 Series G and           September 15,
                                                  Amendment of            1993
                                                  Article II,
                                                  Section 5
May 31, 1993................................  1993 Series J               September 15,
                                                                          1993
September 15, 1993..........................  1993 Series K               March 1, 1994
March 1, 1994...............................  1994 Series AP              June 15, 1994
June 15, 1994...............................  1994 Series BP              December 1, 1994
August 15, 1994.............................  1994 Series C               December 1, 1994
December 1, 1994............................  Series KKP No. 15 and       August 1, 1995
                                                  1994 Series DP
August 1, 1995..............................  1995 Series AP and          August 1, 1999
                                                  1995 Series DP
</Table>

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

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

                       (c) See Supplemental Indenture dated as of May 1, 1974
                       for County of Genesee, Michigan recording and filing
                       information.


                                       39
<PAGE>

RECORDING OF                All the bonds of Series A which were issued under
CERTIFICATES OF             the Original Indenture dated as of October 1, 1924,
PROVISION FOR               and of Series B, C, D, E, F, G, H, I, J, K, L, M, N,
PAYMENT.                    O, P, Q, R, S, W, Y, Z, AA, BB, CC, DDP Nos. 1-9,
                            FFR Nos. 1-14, GGP Nos. 1-22, HH, IIP Nos. 1-22, JJP
                            Nos. 1-8, KKP Nos. 1-9, LLP Nos. 1-15, NNP Nos.
                            1-21, OOP Nos. 1-18, QQP Nos. 1-17, TTP Nos. 1-15,
                            UU, 1980 Series A, 1980 Series CP Nos. 1-25, 1980
                            Series DP Nos. 1-11, 1981 Series AP Nos. 1-16, 1984
                            Series AP, 1984 Series BP, 1985 Series A, 1985
                            Series B, 1987 Series A, PP, RR, EE, MMP, MMP No. 2,
                            1989 Series A, 1990 Series A, 1993 Series D, 1993
                            Series G and 1993 Series H which were issued under
                            Supplemental Indentures dated as of, respectively,
                            June 1, 1925, August 1, 1927, February 1, 1931,
                            October 1, 1932, September 25, 1935, September 1,
                            1936, December 1, 1940, September 1, 1947, November
                            15, 1951, January 15, 1953, May 1, 1953, March 15,
                            1954, May 15, 1955, August 15, 1957, December 15,
                            1970, November 15, 1971, January 15, 1973, May 1,
                            1974, October 1, 1974, January 15, 1975, November 1,
                            1975, February 1, 1976, June 15, 1976, July 15,
                            1976, October 1, 1977, March 1, 1977, July 1, 1979,
                            March 1, 1977, March 1, 1977, March 1, 1977,
                            September 1, 1979, July 1, 1977, July 1, 1979,
                            September 15, 1979, October 1, 1977, June 1, 1978,
                            October 1, 1977, July 1, 1979, January 1, 1980,
                            August 15, 1980, November 1, 1981, October 1, 1984
                            May 1, 1985, May 15, 1985, January 31, 1987, June 1,
                            1978, October 15, 1978, December 15, 1975, February
                            15, 1977, September 1, 1979, June 15, 1989, February
                            15, 1990, March 15, 1993, April 26, 1992 and
                            September 15, 1992 have matured or have been called
                            for redemption and funds sufficient for such payment
                            or redemption have been irrevocably deposited with
                            the Trustee for that purpose; and Certificates of
                            Provision for Payment have been recorded in the
                            offices of the respective Registers of Deeds of
                            certain counties in the State of Michigan, with
                            respect to all bonds of Series A, B, C, D, E, F, G,
                            H, K, L, M, O, W, BB, CC, DDP Nos. 1 and 2, FFR Nos.
                            1-3, GGP Nos. 1 and 2, IIP No. 1, JJP No. 1, KKP No.
                            1, LLP No. 1 and GGP No. 8.

                            PART IV

                            THE TRUSTEE.

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


                                       40
<PAGE>

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

                                         PART V.

                                 MISCELLANEOUS.

CONFIRMATION OF                 Except to the extent specifically provided
SECTION 318(C) OF           therein, no provision of this supplemental indenture
TRUST INDENTURE             or any future supplemental indenture is intended to
ACT.                        modify, and the parties do hereby adopt and confirm,
                            the provisions of Section 318(c) of the Trust
                            Indenture Act which amend and supersede provisions
                            of the Indenture in effect prior to November 15,
                            1990.

EXECUTION IN                    THIS SUPPLEMENTAL INDENTURE MAY BE
COUNTERPARTS.               SIMULTANEOUSLY EXECUTED IN ANY NUMBER OF
                            COUNTERPARTS, EACH OF WHICH WHEN SO EXECUTED SHALL
                            BE DEEMED TO BE AN ORIGINAL; BUT SUCH COUNTERPARTS
                            SHALL TOGETHER CONSTITUTE BUT ONE AND THE SAME
                            INSTRUMENT.

TESTIMONIUM.                    IN WITNESS WHEREOF, THE DETROIT EDISON COMPANY
                            AND BANK ONE, NATIONAL ASSOCIATION HAVE CAUSED THESE
                            PRESENTS TO BE SIGNED IN THEIR RESPECTIVE CORPORATE
                            NAMES BY THEIR RESPECTIVE CHAIRMEN OF THE BOARD,
                            PRESIDENTS, VICE PRESIDENTS, ASSISTANT VICE
                            PRESIDENTS, TREASURERS OR ASSISTANT TREASURERS AND
                            IMPRESSED WITH THEIR RESPECTIVE CORPORATE SEALS,
                            ATTESTED BY THEIR RESPECTIVE SECRETARIES OR
                            ASSISTANT SECRETARIES, ALL AS OF THE DAY AND YEAR
                            FIRST ABOVE WRITTEN.


                                       41
<PAGE>

THE DETROIT EDISON COMPANY,

By:
    -------------------------------
Name:  D.R. Murphy
Title: Assistant Treasurer

EXECUTION.                 Attest:

                           -------------------------------------
                           Name:  Susan E. Riske
                           Assistant Corporate Secretary


Signed, sealed and delivered by
THE DETROIT EDISON COMPANY,


in the presence of



-------------------------------
Name: K. Hier

-------------------------------
Name: A. Marks





                                       42
<PAGE>





STATE OF MICHIGAN
                  SS.:

COUNTY OF WAYNE

Acknowledgement of          On this 21st day of October, 2002, before me, the
Execution by                subscriber, a Notary Public within and for the
Company                     County of Wayne, in the State of Michigan,
                            personally appeared D. R. Murphy, to me personally
                            known, who, being by me duly sworn, did say that he
                            does business at 2000 2nd Avenue, Detroit, Michigan
                            48226 and is the Assistant Treasurer of THE DETROIT
                            EDISON COMPANY, one of the corporations described in
                            and which executed the foregoing instrument; that he
                            knows the corporate seal of the said corporation and
                            that the seal affixed to said instrument is the
                            corporate seal of said corporation; and that said
                            instrument was signed and sealed in behalf of said
                            corporation by authority of its Board of Directors
                            and that he subscribed his name thereto by like
                            authority; and said D. R. Murphy acknowledged said
                            instrument to be the free act and deed of said
                            corporation.


(Notarial Seal)
                            ---------------------------------
                            Christina R. Jacobson, Notary
                            Wayne County, MI
                            My Commission Expires 3/5/05



                                       43
<PAGE>




BANK ONE, NATIONAL ASSOCIATION,


(Corporate Seal)    By:
                        --------------------------------------
                        Name: Steven M. Wagner
                        Title: Vice President


Attest:

------------------------------------
Name: Benita A. Pointer
Title: Account Executive

Signed, sealed and delivered by

BANK ONE, NATIONAL ASSOCIATION,
in the presence of


------------------------------------
Name: Janice Ott Rotunno


------------------------------------
Name:



                                       44
<PAGE>






                                STATE OF ILLINOIS

                                                  SS.:

Acknowledgment of           On this 21st day of October, 2002, before me, the
Execution by                subscriber, a Notary Public within and for the
Trustee.                    County of Cook, in the State of Illinois, personally
                            appeared Steven M. Wagner, to me personally known,
                            who, being by me duly sworn, did say that his
                            business office is located at 1 Bank One Plaza,
                            Chicago, Illinois 60670, and he is Vice President of
                            BANK ONE, NATIONAL ASSOCIATION, one of the
                            corporations described in and which executed the
                            foregoing instrument; that he knows the corporate
                            seal of the said corporation and that the seal
                            affixed to said instrument is the corporate seal of
                            said corporation; and that said instrument was
                            signed and sealed in behalf of said corporation by
                            authority of its Board of Directors and that he
                            subscribed his name thereto by like authority; and
                            said Steven M. Wagner acknowledged said instrument
                            to be the free act and deed of said corporation.


(Notarial Seal)
                           -----------------------------------------------------
                           Notary Public, State of Illinois
                           No.
                           Qualified in Cook County
                           Commission Expires 06/06/2005


                                       45
<PAGE>





                            STATE OF MICHIGAN

                                                    SS.:
                            COUNTY OF WAYNE.

Affidavit as to             D.R. Murphy being duly sworn, says: that he is the
Condsideration and          Assistant Treasurer of THE DETROIT EDISON COMPANY,
Good Faith.                 the Mortgagor named in the foregoing instrument, and
                            that he has knowledge of the facts in regard to the
                            making of said instrument and of the consideration
                            therefor; that the consideration for said instrument
                            was and is actual and adequate, and that the same
                            was given in good faith for the purposes in such
                            instrument set forth.


                         -----------------------------
                         D.R. Murphy


         Sworn to before me this 21st day of October,2002


         -----------------------------------------------------
         Christina R. Jacobson, Notary
         Wayne County, MI
         My Commission Expires 3/5/05
         (Notarial Seal)





                                       46
<PAGE>




                         This instrument was drafted by
                         Frances B. Rohlman, Esq., 2000
                              2nd Avenue, Detroit,
                                 Michigan 48226





                                       47