Exhibit 10-c

              Kansas City Power & Light Company
                    Annual Incentive Plan
                        February 2001

OBJECTIVE
The Kansas City Power & Light Company (KCPL) executive
Annual Incentive Plan (AIP) is designed to reward sustained
value creation by providing competitive incentives for the
achievement of annual financial performance goals. By
providing market-competitive target awards, the plan
supports the attraction and retention of senior executive
talent critical to achieving the Company's strategic
business objectives.

Eligible participants include Executives and other Key
Employees of the Company, as approved by the Compensation
Committee (the Committee) of the Board of Directors.

PERFORMANCE GOAL
Performance under the plan will be measured by Economic
Value Added, or EVA(R). The awards paid under the plan will
be based on the achievement of the annual EVA goal approved
by the Committee. Annual EVA goals will be set as part of a
four-year cumulative EVA goal recommended by the Chief
Executive Officer and approved by the Committee. At the
beginning of the four-year period, the committee will
approve the four-year cumulative EVA goal and the EVA goal
for the first year of the plan.

KCPL's proposed cumulative EVA goal for 2001 through 2004 is
$51.6 million. The proposed annual EVA goal for KCPL for the
2001 annual incentive plan year is $2.4 million. Details
regarding these goals are presented in Appendix I.

In addition to the overall KCPL goal, separate EVA goals
will be established for the business units. Individual
incentive awards may reflect a mix of KCPL and business unit
performance; the actual mix for each executive will be
determined based on his role and contribution to the
organization.

TARGET AWARDS
Target award levels will be approved by the Committee and
will be set as a percentage of the executive's base salary.
Target levels will vary by participant and will reflect both
his organizational responsibilities and market-competitive
bonus levels. Competitive bonus levels will be determined
using a blend of general industry and utility industry data.

In order for bonuses to be paid at target levels, the annual
EVA performance goals - both at the corporate and business
level where applicable - must be met.

EXAMPLE

Position          Salary      Target Bonus %      Target Bonus $
Vice President   $150,000          30%              $45,000

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EVA(R) is a registered trademark of Stern Stewart and Company


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Target award levels are presented in Appendix II.

AWARD THRESHOLD AND MAXIMUM
Awards will be subject to an established performance
threshold. If EVA performance falls below the threshold
level, no award will be payable for that portion of the
individual's award(1).

For plan year 2001, the threshold level of EVA performance
for KCPL will be negative $14 .7 million. If performance
falls below this level, no award for the corporate component
will be paid.

Awards will also be subject to a maximum level equal to 200%
of the target award. For plan year 2001, the bonus amount of
200% will be awarded when EVA reaches $19.6 million.

If performance falls below target but is above threshold,
the amount of the award payable will be below the target
award level. Similarly, performance above target will result
in an award higher than target level. The amount of the
award will be determined using the performance matrix
provided in Appendix III.

EXAMPLE
                                        Actual
                                        Award
Target     Target   2001       2001     (% of     Actual
Bonus      Bonus    EVA       Actual    Target    Award
  %          $      Goal       EVA      Award)     ($)
______    _______   ____      ______    ______    _______
  30%     $45,000   $2.4      $6.7       125%     $56,250
                    million   million

Using the performance matrix, the award paid for 2001 actual
EVA performance of $6.7 million would be 125% of target, or
$56,250 in the example above.

EXCEPTIONS
The cumulative EVA target established for the plan period is
fixed for the duration of the plan, and will only be changed
upon the approval of the Committee and the Board. Changes
will only be approved as a result of an acquisition,
divestiture or other significant event that, in the judgment
of the Committee, results in a change in the character of
the Company.

Each year, the Committee will approve the annual EVA target.
In establishing this target, the Committee will consider
both prior year EVA performance and the four-year cumulative
EVA goal. Should EVA performance in any year fall below
threshold, the Committee will consider setting the following
year's goal at a level sufficient to recover all or a
portion of the shortfall.

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(1)For example, if KCPL falls below the threshold EVA level
while a business unit performs above its threshold, the
corporate (KCPL) component of the award would be zero.