Exhibit 10.1.d

                    LINE OF CREDIT AGREEMENT


THIS  LINE  OF CREDIT AGREEMENT (this "Agreement"), dated  as  of
June  14,  2002,  is between GREAT PLAINS ENERGY INCORPORATED,  a
Missouri  corporation (herein called the "Company"), and  LASALLE
BANK NATIONAL ASSOCIATION (herein called the "Bank").

On  the  terms  and subject to the conditions set forth  in  this
Agreement,  the  Bank  hereby agrees  to  make  Advances  to  the
Company, from time to time on any Business Day falling during the
period  from  the date hereof to June 13, 2003, (the  "Commitment
Termination Date"), in such amounts as the Company may from  time
to  time  request  but  not  exceeding $20,000,000  in  aggregate
principal  amount  (the  "Commitment Amount")  at  any  one  time
outstanding.  Subject to the terms hereof, the Company  may  from
time   to   time  borrow,  prepay  and  (before  the   Commitment
Termination  Date)  reborrow  Advances  made  pursuant  to   this
Agreement.

In addition to the terms defined elsewhere in this Agreement, the
following terms shall have the meanings indicated for purposes of
this  Agreement  and  the  Note  (such  meanings  to  be  equally
applicable  to both the singular and plural forms  of  the  terms
defined):

      "Advance"  means  a borrowing hereunder (or  conversion  or
continuation thereof) consisting of the aggregate amount  of  the
several  loans  made  on  the same Borrowing  Date  (or  date  of
conversion  or continuation) by the Bank to the Borrower  of  the
same  Type and, in the case of Eurodollar Advances, for the  same
Interest Period.

     "Alternate Base Rate" means, for any day, a rate of interest
per  annum equal to the higher of (i) the Prime Rate for such day
and (ii) the sum of the Federal Funds Effective Rate for such day
plus 1/2% per annum.

      "Applicable Margin" means, with respect to Advances of  any
Type  at  any  time,  the  percentage rate  per  annum  which  is
applicable at such time with respect to Advances of such Type  as
set forth in the Pricing Schedule.

      "Attributable  Indebtedness" means, on  any  date,  (a)  in
respect  of  any Capitalized Lease Obligation of any Person,  the
capitalized  amount thereof that would appear on a balance  sheet
of  such Person prepared as of such date in accordance with GAAP,
and  (b)  in  respect  of  any Synthetic  Lease  Obligation,  the
capitalized  amount  of the remaining lease  payments  under  the
relevant  lease  that  would appear on a balance  sheet  of  such
Person  prepared as of such date in accordance with GAAP is  such
lease were accounted for as a Capitalized Lease.

       "Authorized  Officer"  means  any  officer   or   employee
designated  by  the Company from time to time  in  an  incumbency
certificate,  which  certificate  shall  become  effective   when
received by the Bank.

       "Borrower"  means  Great  Plains  Energy  Incorporated,  a
Missouri corporation, and it's permitted successors and assigns.

      "Borrowing Date" means a date on which an Advance  is  made
hereunder.

      "Business  Day"  means (i) with respect to  any  borrowing,
payment  or  rate selection of Eurodollar Advances, a day  (other
than  a Saturday or Sunday) on which banks generally are open  in
Chicago  and  New  York for the conduct of substantially  all  of
their  commercial  lending activities and on  which  dealings  in
United  States  dollars are carried on in  the  London  interbank
market  and  (ii)  for all other purposes, a day  (other  than  a
Saturday or Sunday) on which banks generally are open in  Chicago
for  the conduct of substantially all of their commercial lending
activities.

      "Capitalized Lease" of a Person means any lease of Property
by  such Person as lessee which would be capitalized on a balance
sheet of such Person prepared in accordance with GAAP.

     "Capitalized Lease Obligations" of a Person means the amount
of  the obligations of such Person under Capitalized Leases which
would  be shown as a liability on a balance sheet of such  Person
prepared in accordance with GAAP.

     "Consolidated  EBITDA"  means,  for  any  period,  for   the
Borrower  and its Consolidated Subsidiaries, an amount  equal  to
the  result of (i) Consolidated Net Income plus (ii) Consolidated
Interest  Charges  plus (iii) the amount of taxes,  based  on  or
measured by income, used or included in the determination of such
Consolidated Net Income plus (iv) the amount of depreciation  and
amortization  expense deducted in determining  such  Consolidated
Net  Income  plus  (v)  all  other  non-cash  items  that  reduce
Consolidated  Net Income for such period minus (vi) all  non-cash
items that increase Consolidated Net Income for such period.

     "Consolidated Interest Charges" means, for the Borrower  and
its  Consolidated Subsidiaries for any period, the sum of (i) all
interest, premium payments, fees, charges and related expenses of
the Borrower and its Consolidated Subsidiaries in connection with
borrowed  money (including capitalized interest) or in connection
with  the deferred purchase price of assets, in each case to  the
extent treated as interest in accordance with GAAP, and (ii)  the
portion  of  rent  expense of the Borrower and  its  Consolidated
Subsidiaries  with  respect to such period under  capital  leases
that  is  treated  as interest in accordance with  GAAP.   It  is
understood  and agreed that Consolidated Interest  Charges  shall
not  include  any obligations of the Borrower or any Consolidated
Subsidiary with respect to subordinated, deferrable interest debt
securities, and any related securities issued by a trust or other
special  purpose entity in connection therewith, as long  as  the
maturity  date  of  such debt securities  is  subsequent  to  the
scheduled Commitment Termination Date.

     "Consolidated  Net Income" means, for any  period,  for  the
Borrower and its Consolidated Subsidiaries, the net income of the
Borrower   and  its  Consolidated  Subsidiaries  from  continuing
operations, excluding extraordinary items for that period.

     "Consolidated  Subsidiaries" means, as to any  Person,  each
Subsidiary  of  such  Person (whether now existing  or  hereafter
created  or acquired) the financial statements of which shall  be
(or  should have been) consolidated with the financial statements
of such Person in accordance with GAAP.

      "Contingent  Obligation" of a Person means  any  agreement,
undertaking   or  arrangement  by  which  such  Person   assumes,
guarantees, endorses, contingently agrees to purchase or  provide
funds for the payment of, or otherwise becomes or is contingently
liable upon, the obligation or liability of any other Person,  or
agrees  to  maintain the net worth or working  capital  or  other
financial condition of any other Person, or otherwise assures any
creditor of such other Person against loss.

     "DTI Company" means any of DTI Holdings, Inc. and any of its
Subsidiaries.

      "Eurodollar Advance" means an Advance which bears  interest
at the applicable Eurodollar Rate.

      "Eurodollar Base Rate" means, with respect to a  Eurodollar
Advance  for the relevant Interest Period, the applicable British
Bankers'  Association Interest Settlement Rate  for  deposits  in
U.S.  dollars appearing on Reuters Screen FRBD as of  11:00  a.m.
(London  time) two Business Days prior to the first day  of  such
Interest  Period,  and having a maturity equal to  such  Interest
Period;  provided  that,  (i)  if  Reuters  Screen  FRBD  is  not
available  to the Bank for any reason, the applicable  Eurodollar
Base  Rate for the relevant Interest Period shall instead be  the
applicable British Bankers' Association Interest Settlement  Rate
for  deposits in U.S. dollars as reported by any other  generally
recognized financial information service as of 11:00 a.m. (London
time)  two Business Days prior to the first day of such  Interest
Period, and having a maturity equal to such Interest Period,  and
(ii)  if no such British Bankers' Association Interest Settlement
Rate  is  available to the Bank, the applicable  Eurodollar  Base
Rate  for the relevant Interest Period shall instead be the  rate
determined by the Bank to be the rate at which the Bank offers to
place  deposits  in U.S. dollars with first-class  banks  in  the
London interbank market at approximately 11:00 a.m. (London time)
two Business Days prior to the first day of such Interest Period,
in  the approximate amount of the Bank's relevant Eurodollar Loan
and having a maturity equal to such Interest Period.

      "Eurodollar Loan" means a loan which bears interest at  the
applicable Eurodollar Rate.

      "Eurodollar  Rate"  means, with  respect  to  a  Eurodollar
Advance or Eurodollar Loan for the relevant Interest Period,  the
sum  of  (i)  the  quotient  of  (a)  the  Eurodollar  Base  Rate
applicable to such Interest Period, divided by (b) one minus  the
Reserve  Requirement (expressed as a decimal) applicable to  such
Interest Period, plus (ii) the Applicable Margin.  The Eurodollar
Rate  shall be rounded to the next higher multiple of 1/16 of  1%
if the rate is not such a multiple.

      "Facility Fee Rate" means, at any time, the percentage rate
per annum at which facility fees are accruing at such time as set
forth in the Pricing Schedule.

      "Federal  Funds  Effective Rate" means, for  any  date,  an
interest  rate  per annum equal to the weighted  average  of  the
rates on overnight Federal funds transactions with members of the
Federal Reserve System arranged by Federal funds brokers on  such
day, as published for such day (or, if such day is not a Business
Day,  for the immediately preceding Business Day) by the  Federal
Reserve  Bank  of New York, or, if such rate is not so  published
for  any  day  which  is  a  Business Day,  the  average  of  the
quotations at approximately 10:00 a.m. (Chicago time) on such day
on  such  transactions received by the Bank  from  three  Federal
funds brokers of recognized standing selected by the Bank in  its
sole discretion.

      "Floating Rate" means, for any day, a rate per annum  equal
to  the sum of (i) the Alternate Base Rate for such day plus (ii)
the  Applicable  Margin, in each case changing when  and  as  the
Alternate Base Rate changes.

      "Floating  Rate  Advance"  means  an  Advance  which  bears
interest at the Floating Rate.

      "Floating  Rate Loan" means a loan which bears interest  at
the Floating Rate.

     "GAAP"  means  generally accepted accounting principles  set
forth from time to time in the opinions and pronouncements of the
Accounting  Principles  Board  and  the  American  Institute   of
Certified  Public  Accountants and statements  of  the  Financial
Accounting Standards Board.

     "Indebtedness" means, as to any Person at a particular time,
all of the following, without duplication, to the extent recourse
may  be had to the assets or properties of such Person in respect
thereof:   (i) all obligations of such Person for borrowed  money
and   all   obligations  of  such  Person  evidenced  by   bonds,
debentures,  notes, loan agreements or other similar instruments;
(ii)  any direct or contingent obligations of such Person in  the
aggregate in excess of $2,000,000 arising under letters of credit
(including  standby and commercial), banker's  acceptances,  bank
guaranties,  surety  bonds  and similar  instruments;  (iii)  net
obligations  of  such  Person  under  Swap  Contracts;  (iv)  all
obligations of such Person to pay the deferred purchase price  of
property  or services except trade accounts payable arising,  and
accrued  expenses incurred, in the ordinary course of  business),
and indebtedness (excluding prepaid interest thereon) secured  by
a  Lien  on  property  owned or being purchased  by  such  Person
(including indebtedness arising under conditional sales or  other
title  retention  agreements), whether or not  such  indebtedness
shall have been assumed by such Person or is limited in recourse;
(v) Capitalized Lease Obligations and Synthetic Lease Obligations
of  such  Person;  and  (vi) all Contingent Obligations  of  such
Person in respect of any of the foregoing.

      For  all  purposes hereof, the Indebtedness of  any  Person
shall  include  the  Indebtedness of  any  partnership  or  joint
venture  in  which such Person is a general partner  or  a  joint
venturer,  unless  such  Indebtedness  is  non-recourse  to  such
Person.  It is understood and agreed that Indebtedness (including
Contingent Obligations) shall not include any obligations of  the
Borrower  with respect to subordinated, deferrable interest  debt
securities, and any related securities issued by a trust or other
special  purpose entity in connection therewith, as long  as  the
maturity  date  of  such  debt  is subsequent  to  the  scheduled
Commitment  Termination  Date;  provided  that  the   amount   of
mandatory principal amortization or defeasance of such debt prior
to the scheduled Commitment Termination Date shall be included in
this  definition of Indebtedness.  The amount of any  Capitalized
Lease  Obligation or Synthetic Lease Obligation as  of  any  date
shall be deemed to be the amount of Attributable Indebtedness  in
respect thereof as of such date.

      "Interest  Period"  means, with  respect  to  a  Eurodollar
Advance, a period of one, two, three or six months commencing  on
a  Business  Day  selected  by  the  Borrower  pursuant  to  this
Agreement.   Such  Interest Period shall end  on  the  day  which
corresponds  numerically to such date  one,  two,  three  or  six
months  thereafter; provided, however, that if there is  no  such
numerically  corresponding day in such  next,  second,  third  or
sixth  succeeding month, such Interest Period shall  end  on  the
last   Business  Day  of  such  next,  second,  third,  or  sixth
succeeding month.  If an Interest Period would otherwise end on a
day  which is not a Business Day, such Interest Period shall  end
on  the next succeeding Business Day; provided, however, that  if
said  next succeeding Business Day falls in a new calendar month,
such  Interest  Period  shall end on  the  immediately  preceding
Business Day.

      "Lien"  means  any  lien (statutory  or  other),  mortgage,
pledge,    hypothecation,   assignment,   deposit    arrangement,
encumbrance  or preference, priority or other security  agreement
or  preferential  arrangement of any kind  or  nature  whatsoever
(including,  without  limitation, the interest  of  a  vendor  or
lessor  under  any conditional sale, Capitalized Lease  or  other
title retention agreement).

     "Moody's" means Moody's Investors Service, Inc.

     "Person" means any natural person, corporation, firm,  joint
venture,  partnership,  limited liability  company,  association,
enterprise,  trust  or  other  entity  or  organization,  or  any
government or political subdivision or any agency, department  or
instrumentality thereof.

      "Pricing  Schedule"  means  the  schedule  attached  hereto
identified as such.

      "Prime Rate" means a rate per annum equal to the prime rate
of interest announced by the Bank from time to time (which is not
necessarily  the  lowest rate charged to any customer),  changing
when and as said prime rate changes.

     "Project Finance Subsidiary" means any Subsidiary that meets
the following requirements: (i) it is primarily engaged, directly
or  indirectly, in the ownership, operation and/or  financing  of
independent  power production and related facilities and  assets;
and  (ii)  neither  the Borrower nor any other Subsidiary  (other
than  another  Project  Finance Subsidiary)  has  any  liability,
contingent   or   otherwise,  for  the  Indebtedness   or   other
obligations of such Subsidiary (other than non-recourse liability
resulting from the pledge of stock of such Subsidiary).

      "Property" of a Person means any and all property,  whether
real,  personal, tangible, intangible, or mixed, of such  Person,
or other assets owned, leased or operated by such Person.

     "Regulatory Change" means the introduction of, or any change
in  any applicable law, treaty, rule, regulation or guideline  or
in   the   interpretation  or  administration  thereof   by   any
governmental  authority  or any central  bank  or  other  fiscal,
monetary or other authority having jurisdiction over the Bank  or
its lending office.

      "Reserve  Requirement" means, with respect to  an  Interest
Period, the maximum aggregate reserve requirement (including  all
basic,  supplemental,  marginal  and  other  reserves)  which  is
imposed under Regulation D on Eurocurrency liabilities.

     "S&P" means Standard and Poor's Ratings Services, a division
of The McGraw Hill Companies, Inc.

       "Shareholders'  Equity"  means,  as   of   any   date   of
determination for the Borrower and its Consolidated  Subsidiaries
on  a  consolidated basis, shareholders equity as  of  that  date
determined in accordance with GAAP.

     "Subsidiary" of a Person means (i) any corporation more than
50% of the outstanding securities having ordinary voting power of
which  shall  at  the  time be owned or controlled,  directly  or
indirectly,  by such Person or by one or more of its Subsidiaries
or  by  such Person and one or more of its Subsidiaries, or  (ii)
any  partnership,  limited liability company,  association,  join
venture  or  similar business organization more than 50%  of  the
ownership  interests having ordinary voting power of which  shall
at  the  time  be so owned or controlled; provided  that  no  DTI
Company  will  be  considered a Subsidiary of  the  Borrower  for
purposes of this Agreement.  Unless otherwise expressly provided,
all  references herein to a "Subsidiary" shall mean a  Subsidiary
of the Borrower.

       "Swap   Contract"  means  (i)  any  and  all   rate   swap
transactions,   basis  swaps,  credit  derivative   transactions,
forward  rate  transactions, commodity swaps, commodity  options,
forward  commodity  contracts, equity or equity  index  swaps  or
options,  bond  or bond price or bond index swaps or  options  or
forward  bond  or  forward  bond  price  or  forward  bond  index
transactions,  interest  rate options, forward  foreign  exchange
transactions,   cap   transaction,  floor  transactions,   collar
transactions,  currency  swap transactions,  cross-currency  rate
swap transactions, currency options, spot contracts, or any other
similar  transactions or any combination of any of the  foregoing
(including  any  options  to enter into any  of  the  foregoing),
whether  or not any such transaction is governed by a subject  to
any  master agreement, and (ii) any and all transactions  of  any
kind,  and  the related confirmations, which are subject  to  the
terms  and  conditions of, or governed by,  any  form  of  master
agreement  published by the International Swaps  and  Derivatives
Association,  Inc.  any  International  Foreign  Exchange  Master
Agreement,  or any other master agreement (any master  agreement,
together  with  any  related schedules,  a  "Master  Agreement"),
including  any such obligations or liabilities under  any  Master
Agreement.

      "Synthetic Lease Obligation" means the monetary  obligation
of  a Person under (a) a so-called synthetic or off-balance sheet
or  tax  retention  lease, or (b) an agreement  for  the  use  or
possession of property creating obligations that do not appear on
the  balance sheet of such Person but which, upon the  insolvency
or  bankruptcy  of  such Person, would be  characterized  as  the
indebtedness  of  such  Person  (without  regard  to   accounting
treatment).

      "Total  Capitalization"  means Total  Indebtedness  of  the
Borrower  and its Consolidated Subsidiaries plus the sum  of  (i)
Shareholder's  Equity  and  (ii)  to  the  extent  not  otherwise
included  in Indebtedness or Shareholder's Equity, preferred  and
preference  stock  and  securities  of  the  Borrower   and   its
Subsidiaries  included in a consolidated  balance  sheet  of  the
Borrower  and  its Consolidated Subsidiaries in  accordance  with
GAAP.

      "Total Indebtedness" means all Indebtedness of the Borrower
and  its  Consolidated  Subsidiaries  on  a  consolidated  basis,
excluding  (i) Indebtedness arising under Swap Contracts  entered
into  in  the  ordinary course of business  to  hedge  bona  fide
transactions  and  business risks and not for  speculation,  (ii)
Indebtedness  of  Project Finance Subsidiaries, (iii)  Contingent
Obligations  incurred  after  May  15,  1996  with   respect   to
Indebtedness  of Strategic Energy, L.L.C. in an aggregate  amount
not   exceeding  $275,000,000  and  (iv)  Indebtedness   of   KLT
Investments Inc. incurred in connection with the acquisition  and
maintenance of its interests (whether direct or indirect) in  low
income housing projects.

      "Type" means, with respect to any Advance, its nature as  a
Floating Rate Advance or a Eurodollar Advance.

      "Utilization  Fee Rate" means, at any time, the  percentage
rate  per  annum at which utilization fees are accruing  at  such
time as set forth in the Pricing Schedule.

All  Advances shall be evidenced by a single promissory  note  of
the  Company (herein called the "Note") in substantially the form
of  Exhibit  A hereto.  The Company hereby irrevocably authorizes
the  Bank to make (or cause to be made) appropriate notations  on
the  grid  attached to the Note (or on any continuation  of  such
grid)  which  notations,  if made, shall  evidence  (among  other
things)  the  date  of,  the outstanding principal  of,  and  the
interest  rate  applicable  to, the Advances  evidenced  thereby.
Such  notations  shall be conclusive and binding on  the  Company
absent  manifest error; provided, however, that failure to record
any  such  notations  shall not limit  or  otherwise  affect  the
Company's  obligations  hereunder  or  under  the  Note  to  make
payments of principal of or interest on the Advances when due.

A  Floating Rate Advance may be made on any Business Day  falling
before  the  Commitment Termination Date upon  prior  written  or
telephonic  request (promptly confirmed in writing) from  any  of
the  Company's Authorized Officers received by the Bank prior  to
2:00  pm, Chicago time, on such Business Day.  Each such  request
shall  specify (i) the Borrowing Date (which shall be a  Business
Day),  (ii) the amount of such Floating Rate Advance and (iii)the
interest  rate  applicable to such Advance.  Each  Floating  Rate
Advance  shall  mature and shall become due and  payable  on  the
Commitment Termination Date.

Any  of  the  Company's Authorized Officers may, on any  Business
Day,  request  and  receive, by telephone,  a  quotation  of  the
Eurodollar  Rate  that would be applicable to a  Eurodollar  Rate
Advance;  provided, however, that the Bank shall be obligated  to
make  a Eurodollar Rate Advance at such Eurodollar Rate only upon
prior  written  or  telephonic  request  (promptly  confirmed  in
writing) from an Authorized Officer received no later than  11:00
a.m., Chicago time, on such Business Day.  Each such request  for
a  Eurodollar  Rate Advance shall specify (i) the Borrowing  Date
(which  shall be at least three Business Days after the  Business
Day on which the quotation of the Eurodollar Rate was made), (ii)
the  principal  amount of such Advance, (iii) the  interest  rate
applicable  to such Advance and (iv) the period of  such  Advance
(which  shall be the period specified when the Company  sought  a
quotation of the Eurodollar Rate).  Each Eurodollar Rate  Advance
shall mature and shall become due and payable on the last day  of
its applicable Interest Period.

Interest  on  (i) Eurodollar Rate Advances and all fees  will  be
calculated  on the basis of a 360 day year for actual  number  of
days  elapsed and (ii) Floating Rate Advances will be  calculated
on  the  basis of a 365 or 366 day year for the actual number  of
days  elapsed.   Interest accrued on each Floating  Rate  Advance
shall  be  payable  quarterly,  in  arrears,  on  the  Commitment
Termination  Date  and  on the date of  any  prepayment  of  such
Advance  (on the principal amount prepaid).  Interest accrued  on
each Eurodollar Advance shall be payable on the maturity date for
such  Advance, on the date of any prepayment of such Advance and,
for  any Eurodollar Advance having an Interest Period longer than
three  months on the last day of each three-month interval during
such Interest Period.  The Company shall have the right to prepay
any Floating Rate Advance in whole or in part at any time without
premium  or  penalty.  No Eurodollar Rate Advance may  be  repaid
prior  to  its  maturity date without the  Bank's  prior  written
consent.

If  the Bank determines in good faith (which determination  shall
be  conclusive, absent manifest error) prior to the  commencement
of  any Interest Period that (i) United States dollar deposits of
sufficient   amount  and  maturity  for  funding  any  Eurodollar
Advances  are  not available to the Bank in the London  Interbank
Eurodollar market in the ordinary course of business, or (ii)  by
reason of circumstances affecting the London Interbank Eurodollar
market, adequate and fair means do not exist for ascertaining the
rate  of  interest  to  be applicable to the relevant  Eurodollar
Advance, the Bank shall promptly notify the Company thereof  and,
so long as the foregoing conditions continue, Advances may not be
advanced as a Eurodollar Advance thereafter.  In addition, at the
Company's  option,  each  existing Eurodollar  Advance  shall  be
immediately (i) converted to a Floating Rate Advance on the  last
Business  Day of the then existing Interest Period, or  (ii)  due
and  payable  on  the  last Business Day  of  the  then  existing
Interest Period, without further demand, presentment, protest  or
notice  of  any  kind,  all of which are  hereby  waived  by  the
Company.

In  addition,  if,  after the date hereof,  a  Regulatory  Change
shall,  in  the  reasonable determination of the  Bank,  make  it
unlawful  for  the  Bank  to  make  or  maintain  the  Eurodollar
Advances,  then  the Bank shall promptly notify the  Company  and
Advances  may not be advanced as a Eurodollar Advance thereafter.
In  addition,  at the Company's option, each existing  Eurodollar
Advance  shall  be immediately (i) converted to a  Floating  Rate
Advance  on  the last Business Day of the then existing  Interest
Period  or on such earlier date as required by law, or  (ii)  due
and  payable  on  the  last Business Day  of  the  then  existing
Interest  Period or on such earlier date as required by law,  all
without  further demand, presentment, protest or  notice  of  any
kind, all of which are hereby waived by the Company.

If any Regulatory Change (whether or not having the force of law)
shall  (a)  impose,  modify  or deem applicable  any  assessment,
reserve,  special deposit or similar requirement  against  assets
held by, or deposits in or for the account of or loans by, or any
other  acquisition of funds or disbursements by,  the  Bank;  (b)
subject  the  Bank or any Eurodollar Advance to  any  tax,  duty,
charge,  stamp  tax  or fee or change the basis  of  taxation  of
payments  to  the  Bank  of principal or interest  due  from  the
Company  to  the  Bank  hereunder (other than  a  change  in  the
taxation  of the overall net income of the  Bank); or (c)  impose
on the Bank any other condition regarding such Eurodollar Advance
or  the  Bank's  funding thereof, and the  Bank  shall  determine
(which  determination shall be conclusive, absent manifest error)
that  the result of the foregoing is to increase the cost to  the
Bank  of  making  or maintaining such Eurodollar  Advance  or  to
reduce  the amount of principal or interest received by the  Bank
hereunder,  then  the Company shall pay to the Bank,  on  demand,
such  additional amounts as the Bank shall, from  time  to  time,
determine are sufficient to compensate and indemnify the Bank for
such increased cost or reduced amount.

Advances,  renewals,  or  payments hereunder  shall  be  made  in
immediately  available funds at the principal banking  office  of
the Bank.

The Company hereby authorizes the Bank to rely upon the telephone
or  written  instructions of any person  identifying  himself  or
herself as an Authorized Officer and upon any signature which the
Bank reasonably believes to be genuine, and the Company shall  be
bound  thereby  in  the  same  manner  as  if  such  person  were
authorized or such signature were genuine.

In  consideration of the Bank's commitment to lend hereunder, the
Company agrees to pay (i) on or as of the date hereof, an upfront
fee equal to 0.150% of the Commitment Amount; (ii) a facility fee
at a per annum rate equal to the Facility Fee Rate (regardless of
usage)  on the Commitment Amount and (iii) for any date on  which
the  Advances outstanding exceed 33% of the Commitment Amount,  a
utilization fee at a per annum rate equal to the Utilization  Fee
Rate  on  outstanding Advances.  The facility fee and utilization
fee  shall accrue during the period commencing with and including
the  date  hereof and ending on and including the last  day  this
Agreement  is  in  effect.  The facility fee and utilization  fee
shall  be  payable in arrears on the last Business  Day  of  each
calendar quarter, commencing June 30, 2002, and on the Commitment
Termination Date.

The  obligation of the Bank to make Advances hereunder is subject
to the satisfaction of the following conditions precedent:

          1.    At  or  before the making of the initial  Advance
          hereunder, the Company shall furnish the Bank with  (i)
          certified  copies  of  resolutions  of  the  Board   of
          Directors  of the Company authorizing or ratifying  and
          approving  the execution and delivery of this Agreement
          and  future borrowings hereunder and the execution  and
          delivery  of  the  Note;  (ii)  a  certificate  of  its
          secretary  or assistant secretary as to the  incumbency
          and  signatures of those of its officers authorized  to
          act  with respect to this Agreement and the Note; (iii)
          an  opinion of counsel for the Company, satisfactory in
          form  and  substance to the Bank, to the effect  (among
          other things specified by the Bank) that the Company is
          a  corporation  duly organized and existing  under  the
          laws  of Missouri and in good standing, that the making
          and  performance of this Agreement and  the  Note  have
          been duly authorized by all necessary corporate action,
          that   all   necessary  governmental   and   regulatory
          approvals  have  been  obtained,  and  that,  upon  the
          execution and delivery of the Note, this Agreement  and
          the  Note  will  constitute legal,  valid  and  binding
          obligations  of the Company, enforceable in  accordance
          with their respective terms under the laws of the State
          of  Missouri;  and  (iv) such additional  documents  or
          information as the Bank may reasonably request.

          2.    At the time of the making of the initial Advance,
          and  each  subsequent  Advance hereunder,  the  Company
          shall,   upon   request,  furnish  the  Bank   with   a
          certificate signed by a Vice President of the  Company,
          together  with the Treasurer or an Assistant  Treasurer
          of  the  Company, it being agreed by the  Company  that
          each such signatory shall be an Authorized Officer,  to
          the  effect that: such Advance will not contravene  any
          provision   of   law,   the   Company's   Articles   of
          Consolidation or By-Laws, or any indenture,  agreement,
          or  instrument to which the Company is a  party  or  by
          which  the  Company or its property  may  be  bound  or
          affected; and no event of default, or event which  with
          notice  or lapse of time or both would become an  event
          of  default,  shall have occurred and be continuing  or
          shall result from the making of such Advance.

Each  of the following shall constitute an event of default under
this Agreement:

     A.   The Company shall fail (i) to pay when due any principal of
          or interest on any
          Advance  or (ii) to comply with any other term of  this
          Agreement, and such failure shall have continued for  a
          period  of 30 days or more after notice thereof by  the
          Bank to the Company;

     B.   An event of default shall occur with respect to any other
          indebtedness of the
          Company for borrowed money and shall have continued for
          a  period  of time sufficient to entitle the holder  of
          such   indebtedness  to  accelerate  the  maturity   or
          otherwise  enforce the payment thereof and such  holder
          has asserted this right to accelerate payment;

     C.   The  Company becomes insolvent or admits in writing its
          inability to pay its
          debts  as  they mature or is adjudicated a bankrupt  or
          insolvent; or the Company applies for, consents to,  or
          acquiesces in the appointment of, a trustee or receiver
          for  the  Company or any property thereof, or  makes  a
          general assignment for the benefit of creditors; or  in
          the   absence   of   such   application,   consent   or
          acquiescence,  a trustee or receiver is  appointed  for
          the  Company or for a substantial part of the  property
          thereof, and is not discharged within 30 days;  or  any
          bankruptcy, reorganization, debt arrangement, or  other
          proceeding under any bankruptcy or insolvency  law,  or
          any   dissolution   or   liquidation   proceeding,   is
          instituted  by or against the Company and if instituted
          against the Company is consented to or acquiesced in by
          the Company or remains for 30 days undismissed;

     D.   Any representation, warranty, or certificate made by or on
          behalf of the
          Company  to the Bank shall prove to have been incorrect
          or misleading in any material respect when made;

     E.   As of the end of each of its fiscal quarters, Borrower fails
          to maintain a
          ratio of (a) Consolidated EBITDA for the period of  the
          four  prior fiscal quarters ending on such date to  (b)
          Consolidated Interest Charges during such period of not
          less than 2.0 to 1.0;

     F.   As of the end of each of its fiscal quarters, the Borrower
          fails to cause the
          ratio   of   (i)  Total  Indebtedness  to  (ii)   Total
          Capitalization  to be less than or  equal  to  0.65  to
          1.00.

If any event of default described in clause A, B, D, E or F above
shall  occur  and  be  continuing,  the  Bank  may  declare   its
commitment  to  make Advances to be terminated  and  declare  the
principal  of, and all interest then accrued on, the Note  to  be
forthwith  due  and  payable,  whereupon  such  commitment  shall
terminate and all Advances and all interest then accrued  thereon
shall  immediately  become due and payable, all  without  notice,
protest,  or demand of any kind.  The Bank shall promptly  advise
the  Company of any such declaration, but failure to do so  shall
not  impair  the  effect of such declaration.   If  an  event  of
default  described  in  clause C above shall  occur,  the  Bank's
commitment to make Advances shall immediately terminate and  each
Advance and all accrued interest thereon shall become immediately
due  and payable, all without notice, protest, or demand  of  any
kind.

This  Agreement shall be governed by and construed in  accordance
with  the internal law of the State of Missouri, shall be  deemed
to  have  been executed in the State of Missouri, shall bind  the
Company  and its successors and assigns, and shall inure  to  the
benefit  of the Bank and its successors and assigns.  The Company
agrees to pay upon demand all expenses (including attorneys' fees
and legal costs and expenses) incurred or paid by the Bank or any
holder  hereof in connection with the enforcement or preservation
of   its   rights  hereunder.   The  Company  irrevocably  waives
presentment, protest, demand and notice of any kind in connection
herewith.
      IN  WITNESS WHEREOF, the Company and the Bank have executed
this Agreement as of the date first above written.


               GREAT PLAINS ENERGY INCORPORATED




               By:     /s/ Andrea F. Bielsker

               Title:   Senior Vice President - Finance,
                    Chief Financial Officer  & Treasurer



               LASALLE BANK NATIONAL ASSOCIATION



               By:    /s/ Denis Campbell IV


               Title:  Senior Vice President