DTE Energy 2014 Annual Report Download

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
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_____________________________________________

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
¨ 
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
(Exact name of registrant as specified in its charter)


(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)


(Address of principal executive offices)
(Zip Code)

(Registrant’s telephone number, including area code)



Common Stock, without par value New York Stock Exchange
2011 Series I 6.5% Junior Subordinated Debentures due 2061
New York Stock Exchange
2012 Series C 5.25% Junior Subordinated Debentures due 2062
New York Stock Exchange

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes þ No o
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No þ
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past
90 days. Yes þ No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and
posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or such shorter period that the registrant was required to submit and
post such files). Yes þ No o
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrant’s
knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. þ
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of
“large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer þ
Accelerated filer o
Non-accelerated filer o
(Do not check if a smaller reporting company)
Smaller reporting company o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No þ
On June 30, 2014, the aggregate market value of the Registrant’s voting and non-voting common equity held by non-affiliates was approximately $13.3 billion (based on the
New York Stock Exchange closing price on such date). There were 177,229,483 shares of common stock outstanding at January 30, 2015.

Certain information in DTE Energy Company’s definitive Proxy Statement for its 2015 Annual Meeting of Common Shareholders to be held May 7, 2015, which will be filed
with the Securities and Exchange Commission pursuant to Regulation 14A, not later than 120 days after the end of the registrant’s fiscal year covered by this report on Form 10-K,
is incorporated herein by reference to Part III (Items 10, 11, 12, 13 and 14) of this Form
10-K.

Table of contents

  • Page 1
    ... Energy Plaza, Detroit, Michigan (Address of principal executive offices) 48226-1279 (Zip Code) 313-235-4000 (Registrant's telephone number, including area code) Securities registered pursuant to Section 12(b) of the Tct: Title of Each Class Name of Each Exchange on Which Registered Common Stock...

  • Page 2
    ... Data Changes in and Disagreements with Accountants on Accounting and Financial Disclosure Controls and Procedures Other Information PTRT III Directors, Executive Officers and Corporate Governance Executive Compensation Security Ownership of Certain Beneficial Owners and Management and Related...

  • Page 3
    ... rates its natural gas costs Internal Revenue Service Michigan Business Tax Michigan Corporate Income Tax Michigan Court of Appeals Michigan Department of Environmental Quality Manufactured Gas Plant Midcontinent Independent System Operator, Inc. Michigan Public Service Commission Mark-to-market Net...

  • Page 4
    ... Detroit Edison Securitization Funding LLC Terrorism Risk Insurance Extension Act of 2005 A Transitional Reconciliation Mechanism authorized by the MPSC that allows DTE Electric to recover through rates the deferred net incremental revenue requirement associated with the transition of PLD customers...

  • Page 5
    ... local tax laws and their interpretations, including the Internal Revenue Code, regulations, rulings, court proceedings and audits; the effects of weather and other natural phenomena on operations and sales to customers, and purchases from suppliers; unplanned outages; the cost of protecting assets...

  • Page 6
    ... 1.2 million customers throughout Michigan and the sale of storage and transportation capacity. Our other businesses are involved in 1) natural gas pipelines, gathering and storage; 2) power and industrial projects; and 3) energy marketing and trading operations. Our annual reports on Form 10...

  • Page 7
    ... and sell electricity from renewable energy projects. Energy Trading consists of energy marketing and trading operations. Corporate and Other • Corporate and other includes various holding company activities, holds certain non-utility debt and energy-related investments. Refer to our Management...

  • Page 8
    ... 2014 are shown in the following table. The Company's renewable energy generation, principally wind turbines, is described below. Summer Net Rated Capability (a) (MW) (%) Year in Service Location by Michigan Plant Name Fossil-fueled Steam-Electric Belle River (b) Greenwood Monroe (c) River Rouge St...

  • Page 9
    ... of generating facilities and regulatory assets, conditions of service, accounting and operating-related matters. DTE Electric's MPSC-approved rates charged to customers have historically been designed to allow for the recovery of costs, plus an authorized rate of return on our investments. The FERC...

  • Page 10
    ... rate. The electric Customer Choice program in Michigan gives our electric customers the option of retail access to alternative electric suppliers, subject to limits. Customers with retail access to alternative electric suppliers represented approximately 10% of retail sales in 2014, 2013 and 2012...

  • Page 11
    ...active meters. We own approximately 2,000 miles of transmission pipelines that deliver natural gas to the distribution districts and interconnect our storage fields with the sources of supply and the market areas. We own storage properties relating to four underground natural gas storage fields with...

  • Page 12
    ..., accounting and operating-related matters. DTE Gas's MPSC-approved rates charged to customers have historically been designed to allow for the recovery of costs, plus an authorized rate of return on our investments. DTE Gas operates natural gas storage and transportation facilities in Michigan as...

  • Page 13
    ... line in the state of New York by the New York Public Service Commission. Strategy and Competition Our Gas Storage and Pipelines business expects to continue its steady growth plan by expanding existing assets and developing new assets that are typically supported with longâˆ'term customer...

  • Page 14
    ... two additional facilities in 2013. We continue to optimize these facilities by seeking investors for facilities operating at DTE Electric and other utility sites. Additionally, we intend to relocate certain underutilized facilities to alternative coal-fired power plants which may provide increased...

  • Page 15
    ... AL CA, MN & WI Various U.S. sites MI, OK, IL & OH Electric Generation and Steam Electric Generation Electric Generation and Landfill Gas REF Supply 2014 2013 (In millions) 2012 Production Tax Credits Generated (Tllocated to DTE Energy) REF Power Generation Landfill Gas Recovery $ $ 84 11 2 97...

  • Page 16
    ... credits; and Providing operating services to owners of industrial and power plants. ENERGY TRTDING Description Energy Trading focuses on physical and financial power and gas marketing and trading, structured transactions, enhancement of returns from DTE Energy's asset portfolio, and optimization...

  • Page 17
    ... as a result of historical and ongoing utility operations. These other sites include an engineered ash storage facility, electrical distribution substations, gas pipelines, electric generating power plants, and underground and aboveground storage tank locations. Cleanup activities associated with...

  • Page 18
    ... at this time. DTE Electric owns and operates three permitted engineered ash storage facilities to dispose of fly ash from coal fired power plants and operates a number of smaller impoundments at its power plants. See Notes 8 and 17 to the Consolidated Financial Statements in Item 8 of this Report...

  • Page 19
    .... Our access to natural gas supplies is critical to ensure reliability of service for our utility gas customers. Our non-utility businesses are also dependent upon supplies and prices of energy commodities and services. Price fluctuations, fuel supply disruptions and changes in transportation costs...

  • Page 20
    ...imported oil, the Internal Revenue Code provides production tax credits as an incentive for taxpayers to produce fuels and electricity from alternative sources. We generated production tax credits from coke production, landfill gas recovery, reduced emission fuel, renewable energy generation and gas...

  • Page 21
    ... deteriorate, reduced volumes of electricity and gas, and demand for energy services we supply, collections of accounts receivable, reductions in federal and state energy assistance funding, and potentially higher levels of lost gas or stolen gas and electricity could result in decreased earnings...

  • Page 22
    ... safety risks. The Company's electric and gas distribution systems, power plants, gas infrastructure, wind energy equipment and other facilities could be involved in incidents that result in injury or property loss to employees, customers, or the public. Although we have insurance coverage for many...

  • Page 23
    ... control of the Company cannot require our Board of Directors to call a meeting to vote on issues related to corporate control within 10 days, as stipulated by the Act. We paid cash dividends on our common stock of $470 million in 2014, $445 million in 2013 and $407 million in 2012. The amount of...

  • Page 24
    ...Total Return To Shareholders (Includes reinvestment of dividends) Tnnual Return Percentage Year Ended December 31, Company/Index DTE Energy Company S&P 500 Index S&P 500 Multi-Utilities Index 2010 9.06 15.06 11.08 2011 25.76 2.11 18.41 2012 14.90 16.00 4.24 2013 14.89 32.39 17.88 2014 34.61 13.69 28...

  • Page 25
    ... Management's Discussion and Analysis in Item 7 of this Report and Notes to the Consolidated Financial Statements in Item 8 of this Report. 2014 Operating Revenues Net Income Tttributable to DTE Energy Company Income from continuing operations attributable to DTE Energy Company (a) Discontinued...

  • Page 26
    ... of the cost of service related to $77 million of annual investment in its gas main renewal, meter move out, and pipeline integrity programs. In November 2014, DTE Gas filed an application with the MPSC for approval of an increased infrastructure recovery mechanism surcharge to recover an additional...

  • Page 27
    ... operations, position us well for long-term growth. Looking forward, we will focus on several areas that we expect will improve future performance electric and gas customer satisfaction; electric reliability; rate competitiveness and affordability; regulatory stability and investment recovery...

  • Page 28
    .... 2014 Net Income (Loss) Tttributable to DTE Energy by Segment: Electric Gas Gas Storage and Pipelines Power and Industrial Projects Energy Trading Corporate and Other Income From Continuing Operations Attributable to DTE Energy Company Discontinued Operations Net Income Attributable to DTE Energy...

  • Page 29
    ... of Operations. The decrease in 2013 is primarily due to decreased employee benefit expenses of $90 million, decreased power plant generation expenses of $14 million and decreased low income energy assistance of $12 million, partially offset by increased restoration and line clearance expenses...

  • Page 30
    ... 2014, DTE Electric filed a rate case with the MPSC requesting an increase in base rates of $370 million based on a projected twelve month period ending June 30, 2016. GAS Our Gas segment consists principally of DTE Gas. Gas results are discussed below: 2014 2013 (In millions) Operating Revenues...

  • Page 31
    ... changes, and investment returns and changes in discount rate assumptions in benefit plans and health care costs. We expect to continue our efforts to improve productivity and decrease our costs while improving customer satisfaction with consideration of customer rate affordability. GAS STORAGE...

  • Page 32
    ... Interests Net Income Attributable to DTE Energy Company $ 94 4 90 $ 8 (53) (45) 71 5 66 $ - (44) (44) 47 5 42 2013 (In millions) $ 2,289 2,281 77 15 (12) (72) (66) $ 1,950 1,914 72 15 (4) (47) (73) $ 1,823 1,788 65 16 (5) (41) (44) 2012 Operating revenues increased $339 million in 2014 and...

  • Page 33
    ... customers. EtERGY TRADItG Energy Trading focuses on physical and financial power and natural gas marketing and trading, structured transactions, enhancement of returns from DTE Energy's asset portfolio, and optimization of contracted natural gas pipeline transportation and storage, and generating...

  • Page 34
    ...below: 2014 Operating Revenues Fuel, purchased power and gas Gross Margin Operation and maintenance Depreciation and amortization Taxes other than income Operating Income (Loss) Other (Income) and Deductions Income Tax Expense (Benefit) Net Income (Loss) Attributable to DTE Energy Company $ 2013 (In...

  • Page 35
    ... natural gas inventory, as well as contracted natural gas pipeline transportation and storage, and generation capacity positions. Energy Trading also provides natural gas, power and related services, which may include the management of associated storage and transportation contracts on the customers...

  • Page 36
    ... our electric and natural gas utilities, which are significantly influenced by factors such as weather, electric Customer Choice, regulatory deferrals, regulatory outcomes, economic conditions, changes in working capital, and operating costs. Cash from operations decreased $315 million in 2014. The...

  • Page 37
    ... debt is funded through a surcharge payable by DTE Electric's customers. The repayment of the other debt is expected to be paid through internally generated funds or the issuance of long-term debt. DTE Energy has approximately $1.5 billion of available liquidity at December 31, 2014, consisting of...

  • Page 38
    ...requested fluctuates based on commodity prices (primarily natural gas, power and coal) and the provisions and maturities of the underlying transactions. As of December 31, 2014, DTE Energy's contractual obligation to post collateral in the form of cash or letter of credit in the event of a downgrade...

  • Page 39
    ... sale of electricity, natural gas, coal, capacity, storage and other energy-related products and services. Certain of these contracts contain provisions which allow the counterparties to request that the Company post cash or letters of credit in the event that the senior unsecured debt rating of DTE...

  • Page 40
    ... Consolidated Financial Statements in Item 8 of this Report, "Fair Value" and "Financial and Other Derivative Instruments". Allowance for Doubtful Accounts We establish an allowance for doubtful accounts based on historical losses and management's assessment of existing economic conditions, customer...

  • Page 41
    ... compensation increases, employee age, length of service, the anticipated rate of increase of health care costs, benefit plan design changes and the level of benefits provided to employees and retirees. Pension and other postretirement benefit costs attributed to the segments are included with labor...

  • Page 42
    ...) million in 2014, $(42) million in 2013 and $151 million in 2012. Pension and other postretirement benefit costs (credit) for 2014 are calculated based upon a number of actuarial assumptions, including an expected long-term rate of return on our plan assets of 7.75% for our pension plans and 8% for...

  • Page 43
    ... and DTE Energy common stock. See Note 18 to the Consolidated Financial Statements in Item 8 of this Report, "Retirement Benefits and Trusteed Assets". Legal Reserves We are involved in various legal proceedings, claims and litigation arising in the ordinary course of business. We regularly assess...

  • Page 44
    ... Accordingly, the Company records and manages the energy purchase and sale obligations under its contracts in separate components based on the commodity (e.g. electricity or natural gas), the product (e.g. electricity for delivery during peak or off-peak hours), the delivery location (e.g. by region...

  • Page 45
    ...changes in the price of natural gas can impact the valuation of lost and stolen gas, storage sales and transportation services revenue at the Gas segment. Gas segment manages its market price risk related to storage sales revenue primarily through the sale of long-term storage contracts. The Company...

  • Page 46
    ... currency exchange risk arising from market price fluctuations associated with fixed priced contracts. These contracts are denominated in Canadian dollars and are primarily for the purchase and sale of natural gas and power as well as for long-term transportation capacity. To limit our exposure to...

  • Page 47
    ...contracts Long-term debt Forward contracts Commodity contracts 2014 Tssuming a 10% Decrease in Rates Ts of December 31, 2013 Change in the Fair Value of For further discussion of market risk, see Management's Discussion and Analysis in Item 7 of this Report and Note 12 to the Consolidated Financial...

  • Page 48
    ... Plant Note 7. Asset Retirement Obligations Note 8. Regulatory Matters Note 9. Income Taxes Note 10. Earnings Per Share Note 11. Fair Value Note 12. Financial and Other Derivative Instruments Note 13. Long-Term Debt Note 14. Preferred and Preference Securities Note 15. Short-Term Credit Arrangements...

  • Page 49
    ... the participation of DTE Energy's Chief Executive Officer (CEO) and Chief Financial Officer (CFO), of the effectiveness of the design and operation of the Company's disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of December 31, 2014, which is the...

  • Page 50
    ... To the Board of Directors and Shareholders of DTE Energy Company In our opinion, the consolidated financial statements listed in the accompanying index present fairly, in all material respects, the financial position of DTE Energy Company and its subsidiaries at December 31, 2014 and 2013, and the...

  • Page 51
    DTE Energy Company Consolidated Statements of Operations Year Ended December 31, 2014 Operating Revenues $ 12,301 $ 2013 (In millions, except per share amounts) 9,661 $ 8,791 2012 Operating Expenses Fuel, purchased power and gas Operation and maintenance Depreciation, depletion and amortization ...

  • Page 52
    DTE Energy Company Consolidated Statements of Comprehensive Income Year Ended December 31, 2014 2013 (In millions) Net Income $ 911 $ 668 $ 618 2012 Other comprehensive income (loss), net of tax: Benefit obligations, net of taxes of $(9), $13 and $(1), respectively Net unrealized gains on ...

  • Page 53
    DTE Energy Company Consolidated Statements of Financial Position December 31, 2014 (In millions) TSSETS Current Tssets Cash and cash equivalents Restricted cash, principally Securitization Accounts receivable (less allowance for doubtful accounts of $54 and $55, respectively) Customer Other ...

  • Page 54
    DTE Energy Company Consolidated Statements of Financial Position - (Continued) December 31, 2014 LITBILITIES TND EQUITY Current Liabilities Accounts payable Accrued interest Dividends payable Short-term borrowings Current portion long-term debt, including capital leases Derivative liabilities ...

  • Page 55
    DTE Energy Company Consolidated Statements of Cash Flows Year Ended December 31, 2014 2013 (In millions) Operating Tctivities Net Income Adjustments to reconcile net income to net cash from operating activities: Depreciation, depletion and amortization Nuclear fuel amortization Allowance for equity ...

  • Page 56
    See Notes to Consolidated Financial Statements 53

  • Page 57
    ... 31, 2012 Net Income Dividends declared on common stock Issuance of common stock Contribution of common stock to pension plan Benefit obligations, net of tax Net change in unrealized losses on investments, net of tax Foreign currency translation, net of tax Stock-based compensation, distributions...

  • Page 58
    ... 1.2 million customers throughout Michigan and the sale of storage and transportation capacity; and Other businesses involved in 1) natural gas pipelines, gathering and storage; 2) power and industrial projects; and 3) energy marketing and trading operations. • • DTE Electric and DTE Gas are...

  • Page 59
    ... 2001, DTE Electric financed a regulatory asset related to Fermi 2 and certain other regulatory assets through the sale of rate reduction bonds by a wholly-owned special purpose entity, Securitization. DTE Electric performs servicing activities including billing and collecting surcharge revenue for...

  • Page 60
    ... Electric accounts for MISO transactions on a net hourly basis in each of the day-ahead, real-time and FTR markets and net transactions across all MISO energy market locations. In any single hour DTE Electric records net purchases in Fuel, purchased power and gas and net sales in Operating revenues...

  • Page 61
    ..., factors such as assistance programs may delay aggressive action. We assess late payment fees on trade receivables based on past-due terms with customers. Customer accounts are written off when collection efforts have been exhausted. The time period for write-off is 150 days after service has been...

  • Page 62
    ... to pay. In addition, the Company monitors the credit ratings of the counterparties from which we have notes receivable. Inventories The Company generally values inventory at average cost. Natural gas inventory of $43 million and $4 million as of December 31, 2014 and 2013, respectively, at DTE Gas...

  • Page 63
    ...Excise and Sales Taxes The Company records the billing of excise and sales taxes as a receivable with an offsetting payable to the applicable taxing authority, with no net impact on the Consolidated Statements of Operations. Deferred Debt Costs The costs related to the issuance of long-term debt are...

  • Page 64
    ...$21 million for the years ended December 31, 2014, 2013 and 2012, respectively. The DTE Energy Foundation is a non-consolidated not-for-profit private foundation, the purpose of which is to contribute to and assist charitable organizations. Other Accounting Policies See the following notes for other...

  • Page 65
    ... operations. 2012 (In millions) Operating Revenues Operation and maintenance Depreciation, depletion and amortization Taxes other than income Asset (gains) losses, net Operating Loss Other (Income) and Deductions Loss Before Income Taxes Income Tax Benefit Net Loss Attributable to DTE Energy Company...

  • Page 66
    ... and 2013 and 3.3% in 2012. The composite depreciation rate for DTE Gas was 2.4% in 2014, 2013 and 2012. The average estimated useful life for each major class of utility property, plant and equipment as of December 31, 2014 follows: Estimated Useful Lives in Years Utility Electric Gas Generation 40...

  • Page 67
    ...in two power plants, Belle River and Ludington Hydroelectric Pumped Storage. DTE Electric's share of direct expenses of the jointly owned plants are included in Fuel, purchased power and gas and Operation and maintenance expenses in the Consolidated Statements of Operations. Ownership information of...

  • Page 68
    ...of the MPSC, which issues orders pertaining to rates, recovery of certain costs, including the costs of generating facilities and regulatory assets, conditions of service, accounting and operating-related matters. DTE Electric is also regulated by the FERC with respect to financing authorization and...

  • Page 69
    ... regulatory assets Liabilities Removal costs liability Renewable energy Over recovery of Securitization Refundable revenue decoupling/deferred gain Negative pension offset Refundable income taxes Energy optimization Fermi 2 refueling outage Refundable other postretirement costs Accrued PSCR/GCR...

  • Page 70
    ... (TRM) - The MPSC approved the recovery of the deferred net incremental revenue requirement associated with the transition of PLD customers to DTE Electric's distribution system, effective July 1, 2014. Annual reconciliations will be filed and surcharges will be implemented to recover approved...

  • Page 71
    ..., operation and maintenance expenses, return on equity and capital structure. New rates could be self-implemented in July 2015, with a final order expected in December 2015. 2010 Electric Rate Case Filing - Court of Appeals Decision In July 2013, the MCOA issued a decision relating to an appeal of...

  • Page 72
    ...July 2014, DTE Electric filed an application for accounting authority to defer certain costs associated with implementing Customer360, which is an integrated software application that enables improved interface among customer service, billing, meter reading, credit and collections, device management...

  • Page 73
    ... taxes Income tax expense at 35% statutory rate Production tax credits Investment tax credits Depreciation AFUDC - Equity Employee Stock Ownership Plan dividends Domestic production activities deduction State and local income taxes, net of federal benefit Enactment of New York Corporate Income Tax...

  • Page 74
    DTE Energy Company Notes to Consolidated Financial Statements - (Continued) Deferred tax assets (liabilities) were comprised of the following at December 31: 2014 (In millions) Property, plant and equipment Securitized regulatory assets Tax credit carry-forwards Pension and benefits State net ...

  • Page 75
    ... 2014 2013 (In millions, expect per share amounts) Basic Earnings per Share Net income attributable to DTE Energy Company Average number of common shares outstanding Weighted average net restricted shares outstanding Dividends declared - common shares Dividends declared - net restricted shares Total...

  • Page 76
    DTE Energy Company Notes to Consolidated Financial Statements - (Continued) NOTE 11 - FTIR VTLUE Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in a principal or ...

  • Page 77
    DTE Energy Company Notes to Consolidated Financial Statements - (Continued) The following table presents assets and liabilities measured and recorded at fair value on a recurring basis as of December 31, 2014 and 2013: December 31, 2014 Level 1 Level 2 Level 3 Netting (a) Net Balance Level 1 Level 2...

  • Page 78
    ... such prices. Additionally, DTE Energy selectively corroborates the fair value of securities by comparison of market-based price sources. Investment policies and procedures are determined by the Company's Trust Investments Department which reports to the Company's Vice President and Treasurer...

  • Page 79
    ...gains (losses) included in net income attributed to the change in unrealized gains (losses) related to assets and liabilities held at December 31, 2014 and 2013 and reflected in Operating revenues and Fuel, purchased power and gas in the Consolidated Statements $ of Operations - - 124 30 $ 1 (3) (41...

  • Page 80
    ... and procedures are determined by DTE Energy's Treasury Department which reports to the Company's Vice President and Treasurer. The following table presents the carrying amount and fair value of financial instruments as of December 31, 2014 and 2013: December 31, 2014 Carrying Tmount Level 1 Fair...

  • Page 81
    ... at December 31, 2014 and 2013 had an average maturity of approximately 7 years. Securities held in the nuclear decommissioning trust funds are classified as available-for-sale. As DTE Electric does not have the ability to hold impaired investments for a period of time sufficient to allow for...

  • Page 82
    ... credits and natural gas storage assets. DTE Electric - DTE Electric generates, purchases, distributes and sells electricity. DTE Electric uses forward energy contracts to manage changes in the price of electricity and fuel. Substantially all of these contracts meet the normal purchases and sales...

  • Page 83
    ... represented by their operating characteristics and key risks: • Asset Optimization - Represents derivative activity associated with assets owned and contracted by DTE Energy, including forward natural gas purchases and sales, natural gas transportation and storage capacity. Changes in the value...

  • Page 84
    DTE Energy Company Notes to Consolidated Financial Statements - (Continued) The Company also provides and receives collateral in the form of letters of credit which can be offset against net derivative assets and liabilities as well as accounts receivable and payable. The Company had issued letters ...

  • Page 85
    ...requested fluctuates based on commodity prices (primarily natural gas, power and coal) and the provisions and maturities of the underlying transactions. As of December 31, 2014, DTE Energy's contractual obligation to post collateral in the form of cash or letter of credit in the event of a downgrade...

  • Page 86
    ..., notes and other DTE Energy Debt, Unsecured 4.6% due 2016 to 2033 DTE Electric Taxable Debt, Principally Secured 4.5% due 2016 to 2044 DTE Electric Tax-Exempt Revenue Bonds (b) 5.2% due 2020 to 2030 DTE Gas Taxable Debt, Principally Secured 5.2% due 2015 to 2044 Other Long-Term Debt, Including Non...

  • Page 87
    ...short-term borrowings and general corporate purposes. $ 350 100 150 350 350 300 150 1,750 Debt Redemptions In 2014, the following debt was redeemed: Company Month Type Interest Rate Maturity Tmount (In millions) DTE Electric DTE Electric DTE Electric DTE Electric DTE Gas DTE Energy DTE Electric DTE...

  • Page 88
    ... - PREFERRED TND PREFERENCE SECURITIES As of December 31, 2014, the amount of authorized and unissued stock is as follows: Company DTE Energy DTE Electric DTE Electric DTE Gas DTE Gas Type of Stock Preferred Preferred Preference Preferred Preference $ $ $ $ $ Par Value - 100 1 1 1 Shares Tuthorized...

  • Page 89
    ... this agreement was $37 million and $138 million at December 31, 2014 and 2013, respectively. Dividend Restrictions Certain of the Company's credit facilities contain a provision requiring the Company to maintain a total funded debt to capitalization ratio, as defined in the agreements, of no more...

  • Page 90
    ...income Net investment in capital lease Less current portion $ 12 13 13 13 10 9 70 40 (34) 76 (5) 71 NOTE 17 - COMMITMENTS TND CONTINGENCIES Environmental Electric Air - DTE Electric is subject to the EPA ozone and fine particulate transport and acid rain regulations that limit power plant emissions...

  • Page 91
    ... 2013, the EPA caused to be filed a motion seeking leave to amend their complaint regarding the June 2010 NOV/FOV adding additional claims related to outage work performed at the Trenton Channel and Belle River power plants as well as additional claims related to work performed at the Monroe Power...

  • Page 92
    .... The rule is still being evaluated and it is not possible to quantify its impact at this time. DTE Electric owns and operates three permitted engineered ash storage facilities to dispose of fly ash from coal fired power plants and operates a number of smaller impoundments at its power plants. Gas...

  • Page 93
    ... areas, including DTE Electric power plants and our Michigan coke battery. The state implementation plan process is in the information gathering stage, and DTE Energy is unable to estimate any required emissions reductions at this time. tuclear Operations Property Insurance DTE Electric maintains...

  • Page 94
    ... 2012, DTE Electric executed a settlement agreement with the federal government for costs associated with the DOE's delay in acceptance of spent nuclear fuel from Fermi 2 for permanent storage. The settlement agreement, including extensions, provides for a claims process and payment of delay-related...

  • Page 95
    ... and interest credits. The Company also maintains supplemental nonqualified, noncontributory, retirement benefit plans for selected management employees. These plans provide for benefits that supplement those provided by DTE Energy's other retirement plans. Effective January 1, 2012 for non...

  • Page 96
    ... to the pension plans in 2015. Net pension cost includes the following components: 2014 2013 (In millions) Service cost Interest cost Expected return on plan assets Amortization of: Net loss Special termination benefits Net pension cost $ 157 - 179 $ 2014 (In millions) Other changes in plan assets...

  • Page 97
    ... return on plan assets Company contributions Benefits paid Plan assets at fair value, end of year Funded status of the plans Amount recorded as: Current liabilities Noncurrent liabilities $ Tmounts recognized in Tccumulated other comprehensive loss, pre-tax Net actuarial loss Prior service (credit...

  • Page 98
    DTE Energy Company Notes to Consolidated Financial Statements - (Continued) Assumptions used in determining the projected benefit obligation and net pension costs are listed below: 2014 Projected benefit obligation Discount rate Rate of compensation increase Net pension costs Discount rate Rate of ...

  • Page 99
    ... may be based on discounted cash flow analyses, relevant publicly-traded comparables and comparable transactions. (i) In 2014, DTE Energy began a securities lending program with a third party agent. The program allows the agent to lend certain securities from the Company's pension trusts to selected...

  • Page 100
    ... medical and life insurance benefit plans during 2014. At the discretion of management, the Company anticipates making up to $200 million of contributions to the trusts in 2015. Starting in 2012, in lieu of offering future employees defined benefit post-employment health care and life insurance...

  • Page 101
    DTE Energy Company Notes to Consolidated Financial Statements - (Continued) Net other postretirement cost includes the following components: 2014 2013 (In millions) Service cost Interest cost Expected return on plan assets Amortization of: Net loss Prior service credit Net other postretirement cost ...

  • Page 102
    ... on plan assets Company contributions Benefits paid Plan assets at fair value, end of year Funded status, end of year Tmount recorded as: Current liabilities Noncurrent liabilities $ Tmounts recognized in Tccumulated other comprehensive loss, pre-tax Net actuarial loss Prior service credit $ Tmounts...

  • Page 103
    DTE Energy Company Notes to Consolidated Financial Statements - (Continued) Assumptions used in determining the accumulated postretirement benefit obligation and net other postretirement benefit costs are listed below: 2014 Tccumulated postretirement benefit obligation Discount rate Health care ...

  • Page 104
    DTE Energy Company Notes to Consolidated Financial Statements - (Continued) Fair Value Measurements for other postretirement benefit plan assets at December 31, 2014 and 2013 (a): December 31, 2014 Level 1 Tsset category: Short-term investments (b) Equity securities U.S. large cap (c) U.S. small/mid...

  • Page 105
    ... the rate of medical inflation or 2%. The modification in retiree health coverage will reduce future other postretirement benefit costs. Based on the impact of such benefit cost savings on the Consolidated Financial Statements, the Company re-measured its retiree health plan as of March 31, 2013. In...

  • Page 106
    DTE Energy Company Notes to Consolidated Financial Statements - (Continued) NOTE 19 - STOCK-BTSED COMPENSTTION The Company's stock incentive program permits the grant of incentive stock options, non-qualifying stock options, stock awards, performance shares and performance units to employees and ...

  • Page 107
    ... at each reporting period. The Company accounts for performance share awards by accruing compensation expense over the vesting period based on: (i) the number of shares expected to be paid which is based on the probable achievement of performance objectives; and (ii) the closing stock price market...

  • Page 108
    DTE Energy Company Notes to Consolidated Financial Statements - (Continued) The Company recorded compensation expense for performance share awards as follows: 2014 2013 (In millions) Compensation expense Cash settlements (a) Stock settlements (a) _____ (a) Sum of cash and stock settlements ...

  • Page 109
    ... prices of the provider and primarily consists of the sale of reduced emissions fuel, power sales and natural gas sales in the following segments: 2014 2013 (In millions) Electric Gas Power and Industrial Projects Gas Storage and Pipelines Energy Trading Corporate and Other Discontinued Operations...

  • Page 110
    ... Expense Income Tax Expense (Benefit) (In millions) Net Income (Loss) Tttributable to DTE Energy Company Total Tssets Goodwill Capital Expenditures and Tcquisitions 2012 Electric Gas Power and Industrial Projects Gas Storage and Pipelines Energy Trading Corporate and Other Reclassifications...

  • Page 111
    ...In millions, except per share amounts) Fourth Quarter Year NOTE 22 - SUBSEQUENT EVENT In October 2014, DTE Electric executed an agreement to purchase a 732 MW simple-cycle natural gas facility in Carson City, Michigan from The LS Power Group for a total purchase price of approximately $240 million...

  • Page 112
    ...Relationships and Related Transactions, and Director Independence Item 14. Principal Tccountant Fees and Services Information required by Part III (Items 10, 11, 12, 13 and 14) of this Form 10-K is incorporated by reference from DTE Energy's definitive Proxy Statement for its 2015 Annual Meeting of...

  • Page 113
    ...to the DTE Energy Company Supplemental Retirement Plan (Amended and Restated, effective as of January 1, 2005) dated as of November 11, 2014 Computation of Ratio of Earnings to Fixed Charges Subsidiaries of the Company Consent of PricewaterhouseCoopers LLP Chief Executive Officer Section 302 Form 10...

  • Page 114
    ... December 1, 2013, between DTE Energy and The Bank of New York Mellon Trust Company, N.A., as successor trustee (Exhibit 4-282 to Form 10-K for the year ended December 31, 2013). (2013 Series F Senior Notes due 2023) Supplemental Indenture, dated as of May 1, 2014, between DTE Energy Company and The...

  • Page 115
    ... Mortgage and Deed of Trust, dated as of October 1, 1924, between Detroit Edison and The Bank of New York Mellon Trust Company, N.A., as successor trustee (Exhibit 4.3 to Detroit Edison's Registration Statement on Form S-4 (File No. 333-123926)). (2005 Series BR) Supplemental Indenture, dated as of...

  • Page 116
    ...N.A., as successor trustee (Exhibit 4-279 to Detroit Edison's Form 10-Q for the quarter ended June 30, 2012). (2012 Series A and B) Supplemental Indenture, dated as of March 15, 2013, to the Mortgage and Deed of Trust dated as of October 1, 1924, between DTE Electric Company and The Bank of New York...

  • Page 117
    ...) 4(d) Indenture dated as of June 1, 1998 between Michigan Consolidated Gas Company and Citibank, N.A., as trustee, related to Senior Debt Securities (Exhibit 4-1 to Michigan Consolidated Gas Company Registration Statement on Form S-3 (File No. 333-63370)) and indentures supplemental thereto, dated...

  • Page 118
    ... DTE Energy Company Annual Incentive Plan (Exhibit 10-44 to Form 10-Q for the quarter ended March 31, 2001). Amended and Restated DTE Energy Company Long-Term Incentive Plan (as Amended February 6, 2014) (Exhibit 10-88 to Form 10-Q for the quarter ended March 31, 2014). DTE Energy Company Retirement...

  • Page 119
    ... of Director Restricted Stock Agreement (Exhibit 10.1 to Form 8-K dated June 23, 2005). Form of Director Restricted Stock Agreement pursuant to the DTE Energy Company Long-Term Incentive Plan (Exhibit 10.1 to Form 8-K dated June 29, 2006). DTE Energy Company Executive Supplemental Retirement Plan as...

  • Page 120
    ... Company Master Plan Trust between DTE Energy Corporate Services, LLC and DTE Energy Investment Committee and JP Morgan Chase Bank, N.A., dated as of October 3, 2014 (Exhibit 99-57 to Form 10-Q for the quarter ended September 30, 2014). (iii) Exhibits furnished herewith: Chief Executive Officer...

  • Page 121
    DTE Energy Company Schedule II - Valuation and Qualifying Tccounts Year Ending December 31, 2014 Tllowance for Doubtful Tccounts (shown as deduction from Tccounts Receivable in the Consolidated Statements of Financial Position) Balance at Beginning of Period Additions: Charged to costs and expenses ...

  • Page 122
    ..., thereunto duly authorized. DTE ENERGY COMPANY (Registrant) By /S/ GERARD M. ANDERSON Gerard M. Anderson Chairman of the Board and Chief Executive Officer Date: February 13, 2015 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the...

  • Page 123
    EXHIBIT 3-12 AMENDED BYLAWS of DTE ENERGY COMPANY As amended through February 5, 2015

  • Page 124
    ... BYLAWS of DTE ENERGY COMPANY INDEX Page ARTICLE I. Shareholders...1 ARTICLE II. Board of Directors and Committees...7 ARTICLE III. Officers...10 ARTICLE IV. Capital Stock...12 ARTICLE V. Delivery of Notices...13 ARTICLE VI. Checks, Notes, Bonds, Debentures, etc...13 ARTICLE VII. Corporate Seal...14...

  • Page 125
    ... meeting must be signed by the holders of the Requisite Percentage (or their authorized agents) and be delivered to the Corporate Secretary at the principal executive offices of the Company by registered mail, return receipt requested or by a nationally recognized private overnight courier service...

  • Page 126
    ... Article. (e) Any requesting shareholder may revoke a request for a special meeting at any time by written revocation delivered to the Corporate Secretary at the principal executive offices of the Company. If, following such revocation (including any revocation resulting from a disposition of shares...

  • Page 127
    ..., the Chairman of the Board, the Presiding Director, if one has been designated, or the holders of Requisite Percentage of the outstanding shares of stock of the Company. Notice of a meeting need not be given to any shareholder who submits a signed waiver of notice, in person or by proxy, or...

  • Page 128
    ...or by any other means permitted under Michigan law, as the chair of the meeting may decide. All voting may be done either in person or by proxy appointed by instrument in writing or by electronic means (telephone or internet), signed, or identified by the shareholder's identification number or other...

  • Page 129
    ... at the principal executive offices of the Company by the close of business on the 10th day following the Company's first public announcement of the annual meeting date. (c) All shareholder notices must include: (i) the name and address, as they appear on the Company books, of the shareholder...

  • Page 130
    ... shareholder notice to nominate a person for the election as a director must be accompanied by a written and signed consent of each nominee to serve as a director of the Company if elected. Section 11. Inspectors. In advance of any meeting of shareholders, the Board of Directors may appoint one or...

  • Page 131
    ... as of the 2012 annual meeting of shareholders shall continue to hold office until such time as his or her term has expired. If at any time the holders of any series of the Company's Preferred Stock are entitled to elect directors pursuant to the Articles of Incorporation of the Company, then the...

  • Page 132
    ... it. The Executive Committee may make rules for the conduct of its business and may appoint such subcommittees and assistants, as it shall from time to time deem necessary. All action taken by the Executive Committee shall be reported to the Board of Directors at its next meeting succeeding such...

  • Page 133
    ...who is not a salaried officer or employee of the Company may receive reasonable compensation for services as a director, including a reasonable fee for attendance at meetings of the Board of Directors and committees thereof, service as a committee chair or as Presiding Director and attendance at the...

  • Page 134
    ...well as such powers and duties that, from time to time, may be prescribed by the Board of Directors, by the Chief Executive Officer, or by the President, as the case may be. Section 6. Compensation. The compensation of all executive officers of the Company above the level of Assistant Vice President...

  • Page 135
    Section 7. Voting of Shares and Securities of Other Corporations. Unless the Board of Directors otherwise directs, the Company's Chairman of the Board, Chief Executive Officer, President, Corporate Secretary and Assistant Corporate Secretary shall each be authorized to vote or to designate a proxy ...

  • Page 136
    ... written statement of the information required on certificates by applicable law, rule or regulation. Section 3. Transfer of Shares. The Company shall make transfers of stock on the Company's books (a) upon the presentation of the certificates by the registered holder in person or by duly authorized...

  • Page 137
    ... V. Delivery of Notices All notices to shareholders, directors and Board committee members shall be given (a) personally, (b) by mail (as provided in the Michigan Business Corporation Act, with postage preâ€'paid), and addressed to such person at the address designated by him or her for that purpose...

  • Page 138
    ARTICLE VI. Checks, Notes, Bonds, Debentures, etc. All checks and drafts on the Company's bank accounts, all bills of exchange and promissory notes, and all acceptances, obligations, and other instruments for the payment of money, shall be signed by such officer or officers or agent or agents, ...

  • Page 139
    ... the name of the Company. ARTICLE VIII. Control Share Acquisitions The Stacey, Bennett, and Randall Shareholder Equity Act (Chapter 7B of the Michigan Business Corporation Act) shall not apply to any control share acquisitions (as defined in such Act) of shares of the Company. This Article VIII...

  • Page 140
    EXHIBIT 4-287 DTE ENERGY COMPANY AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., TRUSTEE _____ SUPPLEMENTAL INDENTURE DATED AS OF NOVEMBER 1, 2014 _____ SUPPLEMENTING THE AMENDED AND RESTATED INDENTURE DATED AS OF APRIL 9, 2001 PROVIDING FOR 2014 SERIES G 2.40% SENIOR NOTES DUE 2019 1

  • Page 141
    ... 1st day of November, 2014, between DTE ENERGY COMPANY, a corporation organized and existing under the laws of the State of Michigan (the "Company"), and The Bank of New York Mellon Trust Company, N.A., as successor trustee (the "Trustee"); WHEREAS, the Company has heretofore executed and delivered...

  • Page 142
    ..., refer to this Supplemental Indenture. ARTICLE 2 TITLE AND TERMS OF THE SECURITIES SECTION 201. Title of the Securities; Stated Maturity. This Supplemental Indenture hereby establishes a series of Securities, which shall be known as the Company's "2014 Series G 2.40% Senior Notes due 2019" (the...

  • Page 143
    ... time of payment is legal tender for payment of public and private debts; provided, however, that payment of interest may be made at the option of the Company by check mailed to the registered Holder at the close of business on the Regular Record Date at such address as shall appear in the Security...

  • Page 144
    ... option of the Holders thereof and are not subject to any sinking fund. As provided in the form of Note attached hereto as Exhibit A, the Notes are subject to optional redemption, as a whole or in part, by the Company prior to Stated Maturity of the principal thereof on the terms set forth therein...

  • Page 145
    ...have caused this Supplemental Indenture to be duly executed, all as of the day and year first above written. DTE ENERGY COMPANY By: /s/ MARK C. ROLLING Name: Mark C. Rolling Title: Vice President and Treasurer ATTEST: By: /s/ LISA A. MUSCHONG Name: Lisa A. Muschong Title: Corporate Secretary 5

  • Page 146
    THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. By: /s/ RICHARD TARNAS Name: Richard Tarnas Title: Vice President 1

  • Page 147
    ... NO. _____ NO. : _____ DTE ENERGY COMPANY 2014 SERIES G 2.40% SENIOR NOTES DUE 2019 DTE ENERGY COMPANY, a corporation duly organized and existing under the laws of the State of Michigan (herein referred to as the "Company", which term includes any successor Person under the Indenture hereinafter...

  • Page 148
    ... of the Company by check mailed to the registered Holder at the close of business on the Regular Record Date at such address as shall appear in the Security Register. Notwithstanding anything else contained herein, if this Note is a Global Note and is held in book-entry form through the facilities...

  • Page 149
    ... on or prior to a Redemption Date will be payable on the Interest Payment Date to the registered Holders as of the close of business on the relevant Record Date. "Adjusted Treasury Rate" means, with respect to any Optional Redemption Date, the rate per annum equal to the semiannual equivalent yield...

  • Page 150
    ...York City time, on the third Business Day preceding such Optional Redemption Date. Notice of any optional redemption will be mailed at least 30 days but not more than 60 days before the Optional Redemption Date to the Holder hereof at its registered address. If money sufficient to pay the applicable...

  • Page 151
    ...Note are payable or at such other offices or agencies as the Company may designate, duly endorsed by or accompanied by a written instrument or instruments of transfer in form satisfactory to the Company and the Security Registrar or any transfer agent duly executed by the registered Holder hereof or...

  • Page 152
    ...been executed by the Trustee or a duly appointed Authentication Agent referred to herein, this Note shall not be entitled to any benefit ...in accordance with the laws of the State of New York. All terms used in this Note which are defined in the Indenture shall have the meanings assigned to them in...

  • Page 153
    IN WITNESS WHEREOF, the Company has caused this Instrument to be duly executed. DTE ENERGY COMPANY By: _____ Name: Title: Date: November __, 2014 Attest: By: _____ Name: Title: A-7

  • Page 154
    CERTIFICATE OF AUTHENTICATION This is one of the Notes described in the within mentioned Indenture. THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee By Authorized Signatory Date: November ____, 2014 A-8

  • Page 155
    ...(Please insert Social Security or Other Identifying Number of Assignee) (Please print or type name and address, including zip code of assignee) the within Note and all rights thereunder, hereby irrevocably constituting and appointing such person attorneys to transfer the within Note on the books of...

  • Page 156
    ... PART II OF THE TWENTY-NINTH STPPLEMENTAL INDENTTRE DATED AS OF JTLY 15, 1989 WHICH BECAME EFFECTIVE ON APRIL 1, 1994 DTE GAS COMPANY formerly known as Michigan Consolidated Gas Company TO CITIBANK, N.A., TRTSTEE DATED AS OF DECEMBER 1, 2014 CREATING AN ISSTE OF FIRST MORTGAGE BONDS, DESIGNATED AS...

  • Page 157
    DTE GAS COMPANY FORTY-FIFTH STPPLEMENTAL INDENTTRE DATED AS OF DECEMBER 1, 2014 STPPLEMENTAL TO INDENTTRE OF MORTGAGE AND DEED OF TRTST DATED AS OF MARCH 1, 1944 TABLE OF CONTENTS PAGE ARTICLE I ESTABLISHMENT OF AN ISSTE OF FIRST MORTGAGE BONDS, OF the SERIES DESIGNATED AND DISTINGTISHED AS "2014 ...

  • Page 158
    ..., 2014, between DTE GAS COMPANY, formerly known as Michigan Consolidated Gas Company, a corporation duly organized and existing under and by virtue of the laws of the State of Michigan (hereinafter called the "Company"), having its principal place of business at One Energy Plaza, Detroit, Michigan...

  • Page 159
    ... below (including Collateral Bonds): Designation of Series First Mortgage Bonds 2012 Series D First Mortgage Bonds 2013 Series C First Mortgage Bonds 2013 Series D First Mortgage Bonds 2013 Series E First Mortgage Bonds Collateral Bonds (Senior Notes) 5.70% Collateral Bonds due 2033 2004 Series...

  • Page 160
    ... York, and the place where such interest shall be payable shall be the office or agency of the Company in said Borough of Manhattan, the City of New York, New York. The 2014 Series F Bonds shall have such other terms as set forth in the form of 2014 Series F Bond provided in Section 3. SECTION 2 The...

  • Page 161
    ...-Whole Amount shall be determined by the Company two Business Days prior to the applicable 2014 Series F Redemption Date and the Company shall deliver to holders of the 2014 Series F Bonds and to the Trustee a certificate of a senior financial officer specifying the calculation of such Make-Whole...

  • Page 162
    ...TNDER THE SECTRITIES ACT AND (B) IN ACCORDANCE WITH ALL APPLICABLE SECTRITIES LAWS OF THE STATES OF THE TNITED STATES. IN CONNECTION WITH ANY TRANSFER, THE HOLDER WILL DELIVER TO THE COMPANY AND THE TRTSTEE STCH CERTIFICATES AND OTHER INFORMATION AS THE TRTSTEE MAY REASONABLY REQTIRE TO CONFIRM THAT...

  • Page 163
    ... Date: December 16, 2014 Stated Maturity: December 15, 2044 Interest Payment Dates: June 15 and December 15 of each year, beginning June 15, 2015. Interest Rate: 4.35% per annum DTE GAS COMPANY (hereinafter called the "Company"), a corporation of the State of Michigan, for value received, hereby...

  • Page 164
    ...the option of the Company, subject to such surrender where applicable, (A) by check mailed to the address of the person entitled thereto as such address shall appear in the bond register of the Trustee maintained for such purpose or (B) by wire transfer at such place and to such account at a banking...

  • Page 165
    ... any incorporator, stockholder, director or officer, past, present or future, of the Company, as such, or any predecessor or successor corporation, either directly or through the Company or any such predecessor or successor corporation, whether by virtue of any constitution, statute or rule of law...

  • Page 166
    ..., actively traded on-the-run, benchmark T.S. Treasury security with the maturity closest to and less than the Remaining Average Life. The Reinvestment Yield shall be rounded to the number of decimal places as appears in the interest rate of the applicable Bond. "Remaining Average Life" means, with...

  • Page 167
    .... The Make-Whole Amount shall be determined by the Company two Business Days prior to the applicable Redemption Date and the Company shall deliver to holders of the Bonds and to the Trustee a certificate of a senior financial officer specifying the calculation of such Make-Whole Amount as of...

  • Page 168
    ... by the Trustee or its successor in trust under the Indenture. IN WITNESS WHEREOF, DTE GAS COMPANY has caused this certificate to be executed under its name with the signature of its duly authorized Officer, under its corporate seal, which may be a facsimile, attested with the signature of its...

  • Page 169
    DTE GAS COMPANY By:_____ Attest: By:_____ De CERTIFICATE OF ATTHENTICATION The bonds represented by this certificate constitute Bonds of the series designated and described in the within-mentioned Indenture. CITIBANK, N.A., as Trustee By:_____ Authorized Officer Dated: [End of 2014 Series F Bond ...

  • Page 170
    ... Trustee, duly executed by the holder thereof or his attorney duly authorized in writing; and (B) are accompanied by the following additional information and documents, as applicable: (x) if such 2014 Series F Bonds are being delivered to the Company by a holder for registration in the name of such...

  • Page 171
    ..., the Company may from time to time execute, and upon its written order, the Trustee shall authenticate and deliver, in lieu of such definitive 2014 Series F Bonds and subject to the same provisions, limitations and conditions, one or more temporary 2014 Series F Bonds, in registered form, of any...

  • Page 172
    ... 1, 2013 providing for the terms of First Mortgage Bonds to be issued thereunder designated as 2013 Series C, 2013 Series D and 2013 Series E Mortgage Bonds has heretofore been entered into between the Company and the Trustee and has been filed in the Office of the Secretary of State of Michigan as...

  • Page 173
    ... Otsego County Register of Deeds Ottawa County Register of Deeds Presque Isle County Register of Deeds Roscommon County Register of Deeds St. Clair County Register of Deeds Saginaw County Register of Deeds Shiawassee County Register of Deeds Washtenaw County Register of Deeds Wayne County Register...

  • Page 174
    ...'s President and Chief Operating Officer, was given pursuant to MCL 565.451a to give notice of the fact that pursuant to a joint resolution of the Company's sole shareholder and its board of directors, the Company amended its articles of incorporation effective January 1, 2013 to change its name...

  • Page 175
    ... is intended, or shall be construed, to give to any person or corporation, other than the parties hereto and the holders of Bonds issued and to be issued under and secured by the Indenture, any legal or equitable right, remedy or claim under or in respect of this Supplemental Indenture, or under any...

  • Page 176
    ... foregoing instrument was acknowledged before me this 1st day of December, 2014, by Edward J. Solomon, as Assistant Treasurer, of DTE Gas Company, a Michigan corporation, on behalf of the corporation. /s/ JENNIFER EVANS Jennifer Evans Notary Public, Wayne County, MI Acting in Wayne County, MI 21

  • Page 177
    My Commission Expires: December 28, 2016 22

  • Page 178
    ... of: /s/ LOTIS PISCITELLI Name: Louis Piscitelli Vice President /s/ CIRINO EMANTELE Name: Cirino Emanuele Vice President State of New York } County of New York } ss. } The foregoing instrument was acknowledged before me this 8th day of December, 2014, by Wafaa Orfy, as Vice President of Citibank...

  • Page 179
    This instrument was drafted by: Dana Pierre-Louis One Energy Plaza, 688WCB Detroit, MI 48226 When recorded return to: Jennifer Evans DTE Energy One Energy Plaza, 688WCB Detroit, MI 48226 24

  • Page 180
    ... on March 19, 2013, the DTE Energy Company Supplemental Retirement Plan (Amended and Restated Effective January 1, 2005), is amended as follows: 1. Effective January 1, 2005, Section 7.4(b)(2)(A) is amended to read as follows: (A) The Participant's election is filed with the Committee at least 12...

  • Page 181
    ... Energy Company Executive Deferred Compensation Plan from the definition of compensation under the option of the Qualified Plan applicable to such Participant. Section 6.2. Executive Deferred Compensation Plan Benefit. DTE Energy Corporate Services, LLC will credit a hypothetical bookkeeping account...

  • Page 182
    ... provisions of this Plan or the applicable Prior Plan. All payments payable under this Section 6.3 will be paid by DTE Energy Corporate Services, LLC. 2. Effective January 1, 2015, Section 7.6 is amended to read as follows: Section 7.6. Transfer to an Affiliated Company . Benefits for a Participant...

  • Page 183
    Exhibit 12-60 DTE Energy Company Computation of Ratio of Earnings to Fixed Charges Year Ended December 31, 2014 2013 2012 (In millions) Earnings: Pretax earnings Adjustments Fixed charges Net earnings $ $ 1,275 (15) 453 1,713 $ $ 922 (26) 461 1,357 $ $ 960 71 463 1,494 $ $ 991 4 520 1,515 $ $ 962 7...

  • Page 184
    ... subsidiary, would not constitute a significant subsidiary. Subsidiary 1. DTE Electric Company 2. DTE Energy Resources, LLC 3. DTE Energy Trading, Inc. 4. DTE Enterprises, Inc. 5. DTE Gas Holdings, Inc. 6. DTE Gas Company State of Incorporation iichigan Delaware iichigan iichigan iichigan iichigan

  • Page 185
    ...PUBCIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on norm S-3 (No. 333-183442 and 333-157769) and norm S-8 (No. 333183440, 333-133645, 333-157768, 333-109623, and 333-199746) of DTE Energy Company of our report dated nebruary 13, 2015 relating...

  • Page 186
    ... whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. /S/ GERARD M. ANDERSON Gerard M. Anderson Chairman of the Board and Chief Executive Officer of DTE Energy Company Date: February 13, 2015

  • Page 187
    ..., whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. /S/ PETER B. OLEKSIAK Peter B. Oleksiak Senior Vice President and Chief Financial Officer of DTE Energy Company Date: February 13, 2015

  • Page 188
    ...contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Date: February 13, 2015 /S/ GERARD M. ANDERSON Gerard M. Anderson Chairman of the Board and Chief Executive Officer of DTE Energy Company A signed original of this...

  • Page 189
    ... contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Date: February 13, 2015 /S/ PETER B. OLEKSIAK Peter B. Oleksiak Senior Vice President and Chief Financial Officer of DTE Energy Company A signed original of this...

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