Exhibit
10.1.21







PERFORMANCE
SHARE AGREEMENT





THIS PERFORMANCE SHARE AGREEMENT (the
“Award Agreement”) is entered into by and between Great Plains Energy
Incorporated (the “Company”) and __________________ (the
“Grantee”).  All capitalized terms in this Agreement that are not
defined herein shall have the meanings ascribed to in the Company’s Amended
Long-Term Incentive Plan, as amended as of May 1, 2007 (the
“Plan”).





WHEREAS, the Grantee is employed by the
Company or one of its subsidiaries in a key capacity, and the Company desires to
(i) encourage the Grantee to acquire a proprietary and vested long-term interest
in the growth and performance of the Company, (ii) provide the Grantee with the
incentive to enhance the value of the Company for the benefit of its customers
and shareholders, and (iii) encourage the Grantee to remain in the employ of the
Company as one of the key employees upon whom the Company’s success depends;
and





WHEREAS, the Company wishes to grant to
Grantee, and Grantee wishes to accept, an Award of Performance Shares as
approved on May 6, 2008, pursuant to the terms and conditions of the Plan and
this Award Agreement.





NOW, THEREFORE, in consideration of the
covenants and agreements herein contained, the parties hereto agree as
follows:





1.
            Performance Share
      Award.  The Company hereby grants to the Grantee an Award
      of ______________________________
      (________)
      Performance Shares for the three-year period ending
      _______________________ (the “Award Period”).  The
      Performance Shares may be earned based upon the Company’s performance as
      set forth in Appendix A.





2.
            Terms and
      Conditions.  The Award of Performance Shares is subject
      to the following terms and
conditions:





a.
            The
      Performance Shares shall be credited with a hypothetical cash credit equal
      to the per share dividend paid on the Company’s common stock as of the
      date of any such dividend during the Award
  Period.





b.
            Except
      as otherwise specifically provided herein, the Award of Performance Shares
      is subject to and governed by the applicable terms and conditions of the
      Plan, which are incorporated herein by
  reference.





GREAT
      PLAINS ENERGY INCORPORATEDBy:     ________________________________
            ________________________________Michael
      J. Chesser
            ___________________
              GranteeDated:
      __________________________














APPENDIX
A





Performance
Criteria for the 2008-2010 Plan





The
performance criteria is total shareholder return, compared to, and measured
against, the performance of other companies within a peer group consisting of
the Edison Electric Institute’s (EEI) index of electric
utilities.  Upon the expiration of the Award Period, the Committee
will compare the Company’s total shareholder return with the total shareholder
return of the companies within the peer group index and determine the Company’s
percentile ranking within the peer group during the Award Period.





Total
      Shareholder
              Return Percentile
      Rank
            Percentage
      Payout81st
      and Above
            200%65th
      to 80th
            150%50th
      to 64th
            100%35th
      to 49th
            50%34th
      and Below
            0





There
will not be any payment of performance shares for a negative return over the
3-year performance period.