File No: 069-00395
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM U-3A-2
Statement by Holding Company Claiming
Exemption Under Rule U-3A-2 from the Provisions
of the Public Utility Holding Company Act of 1935
For the Year Ended December 31, 2003
DTE ENERGY COMPANY
AND
DTE ENTERPRISES, INC.
and
MICHCON HOLDINGS, INC.
2
Hereby file jointly with the Securities and Exchange Commission (SEC), pursuant
to Rule 2, their statement claiming exemptions as holding companies from the
provisions of the Public Utility Holding Company Act of 1935 (PUHCA of 1935),
and submit the following information:
I. NATURE OF BUSINESS OF CLAIMANTS AND EVERY SUBSIDIARY THEREOF
Claimant: DTE Energy Company
DTE Energy Company ("Company" or "DTE") is a Michigan corporation. DTE owns
directly and indirectly, two utilities, The Detroit Edison Company ("Detroit
Edison") and Michigan Consolidated Gas Company ("MichCon") and non-regulated
subsidiaries engaged in energy marketing and trading, energy services, and
various other electricity, coal and gas related businesses. The Company's
address is 2000 2nd Avenue, Detroit, Michigan 48226-1279.
Claimant: DTE Enterprises, Inc.
DTE Enterprises, Inc. ("DTEE") is primarily involved in natural gas production,
gathering, processing, transmission, storage, distribution and marketing in the
Midwest-to-Northeast corridor. DTEE is organized under the laws of the state of
Michigan and has its principal executive offices at 2000 2nd Avenue, Detroit,
Michigan 48226-1279.
Claimant: MichCon Holdings, Inc.
MICHCON HOLDINGS, INC. is the holding company for MichCon and MichCon
Enterprises, Inc. MichCon is a public utility engaged in the distribution and
transmission of natural gas in the state of Michigan. MichCon's principal
executive offices are located at 2000 2nd Avenue, Detroit, Michigan 48226-1279.
MichCon conducts substantially all of its business in the state of Michigan and
is subject to the jurisdiction of the Michigan Public Service Commission (MPSC)
as to various phases of its operations, including gas sales rates, service, and
accounting. MichCon Enterprises, Inc. (a non-regulated affiliate) was formed to
engage in non-regulated activities.
1. DTE Energy Company
A. DTE Energy Resources, Inc. ("DTE ER") is a Michigan corporation. DTE
ER is a wholly owned subsidiary of the Company with offices at 425 S.
Main, Ann Arbor, Michigan 48107. DTE ER is engaged in energy services,
electric generation, electric and gas marketing and trading and
landfill gas projects.
1. DTE Biomass Energy, Inc. ("DTE Biomass") is a Michigan
corporation with offices at 425 S. Main, Ann Arbor, Michigan
48107. DTE Biomass is a wholly owned subsidiary of DTE ER and is
engaged in landfill gas projects.
a. Belleville Gas Producers, Inc. ("Belleville") is a Michigan
corporation with offices at 425 S. Main, Ann Arbor,
Michigan, 48107. Belleville is a wholly owned subsidiary of
DTE Biomass and it is engaged in landfill gas projects.
b. Birmingham Gas Producers, L.L.C. (1) ("Birmingham"), is a
Michigan company with offices at 425 S. Main, Ann Arbor,
Michigan 48107. Birmingham is a wholly owned subsidiary of
DTE Biomass and is engaged in landfill gas projects.
c. Coopersville Gas Producers, L.L.C. ("Coopersville"), is a
Michigan company with offices at 425 S. Main, Ann Arbor,
Michigan 48107. Coopersville is a wholly owned subsidiary of
DTE Biomass and is engaged in landfill gas projects.
d. DTE Arbor Gas Producers, Inc. ("DTE Arbor") is a Michigan
corporation with offices at 425 S. Main, Ann Arbor, Michigan
48107. DTE Arbor is a wholly owned subsidiary of DTE Biomass
and it is engaged in landfill gas projects.
e. Escambia Gas Producers, Inc., formerly ESCA Gas Producers,
Inc., ("Escambia") is a Michigan corporation with offices at
425 S. Main, Ann Arbor, Michigan 48107. Escambia is a wholly
owned subsidiary of DTE Biomass and it is engaged in
landfill gas projects.
------------
(1) L.L.C. denotes limited liability company.
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f. Fayetteville Gas Producers, L.L.C., formerly Fayetteville
Gas Company, L.L.C. ("Fayetteville") is a North Carolina
company with offices located at 425 S. Main, Ann Arbor,
Michigan 48107. Fayetteville is a wholly owned subsidiary of
DTE Biomass and it is engaged in landfill gas projects.
g. Fort Worth Gas Producers, L.L.C. ("Fort Worth") is a
Michigan company with offices at 425 S. Main, Ann Arbor,
Michigan 48107. Fort Worth is a 50% owned subsidiary of DTE
Biomass and is engaged in landfill gas projects.
h. Hillside Gas Producers, L.L.C. ("Hillside") is a Michigan
company with offices at 425 S. Main, Ann Arbor, Michigan
48107. Hillside is a wholly owned subsidiary of DTE Biomass
and is engaged in landfill gas projects.
i. Kansas City Gas Producers, L.L.C. ("Kansas City") is a
Michigan company with offices at 425 S. Main, Ann Arbor,
Michigan 48107. Kansas City is a wholly owned subsidiary of
DTE Biomass and is engaged in landfill gas projects.
j. Lycoming Gas Producers, Inc. ("Lycoming") was a Michigan
corporation with offices at 425 S. Main, Ann Arbor, Michigan
48107. Lycoming was a wholly owned subsidiary of DTE Biomass
and it was engaged in landfill gas projects. Lycoming was
dissolved on January 6, 2003.
k. Montgomery Gas Producers, L.L.C. ("Montgomery"), is a
Michigan company with offices at 425 S. Main, Ann Arbor,
Michigan 48107. Montgomery is a wholly owned subsidiary of
DTE Biomass and is engaged in landfill gas projects.
l. Oklahoma Gas Producers, L.L.C. ("Oklahoma"), is a Michigan
company with offices at 425 S. Main, Ann Arbor, Michigan
48107. Oklahoma is a wholly owned subsidiary of DTE Biomass
and is engaged in landfill gas projects.
m. Orlando Gas Producers, Inc. ("Orlando"), is a Michigan
corporation with offices at 425 S. Main, Ann Arbor, Michigan
48107. Orlando is a wholly owned subsidiary of DTE Biomass
and is engaged in landfill gas projects.
n. Phoenix Gas Producers, L.L.C. ("Phoenix"), is a Michigan
company with offices at 425 S. Main, Ann Arbor, Michigan
48107. Phoenix is a wholly owned subsidiary of DTE Biomass
and is engaged in landfill gas projects.
o. Plainville Gas Producers, Inc., formerly Sumpter Gas
Producers, Inc., ("Plainville") is a Michigan corporation
with offices at 425 S. Main, Ann Arbor, Michigan 48107.
Plainville is a wholly owned subsidiary of DTE Biomass and
is engaged in landfill gas projects.
p. Polk Gas Producers, L.L.C. ("Polk") is a Michigan company
with offices at 425 S. Main, Ann Arbor, Michigan 48107. Polk
is a 99% owned subsidiary of DTE Biomass and it is engaged
in landfill gas projects.
q. RES Power, Inc. ("RES") is a Michigan corporation with
offices at 425 S. Main, Ann Arbor, Michigan 48107. RES is a
wholly owned subsidiary of DTE Biomass and is engaged in
landfill gas projects.
r. Riverview Gas Producers, Inc. ("Riverview") is a Michigan
corporation with offices at 425 S. Main, Ann Arbor, Michigan
48107. Riverview is a wholly owned subsidiary of DTE Biomass
and is engaged in landfill gas projects.
s. Roxana Gas Producers, Inc. ("Roxana") is a Michigan
corporation with offices at 425 S. Main, Ann Arbor, Michigan
48107. Roxana is a wholly owned subsidiary of DTE Biomass
and is engaged in landfill gas projects.
t. Sonoma Energy Systems, Inc. ("Sonoma") is a Michigan
corporation with offices at 425 S. Main, Ann Arbor, Michigan
48107. Sonoma is a wholly owned subsidiary of DTE Biomass
and is engaged in landfill gas projects.
u. South Side Gas Producers, L.L.C. ("South Side") is a
Michigan company with offices at 425 S. Main, Ann Arbor,
Michigan 48107. South Side is a wholly owned subsidiary of
DTE Biomass and is engaged in landfill gas projects.
v. St. Louis Gas Producers, L.L.C. ("St. Louis") is a Michigan
company with offices at 425 S. Main, Ann Arbor, Michigan
48107. St Louis is a 50% owned subsidiary of DTE Biomass and
is engaged in landfill gas projects.
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w. Wake Gas Producers, L.L.C. ("Wake") is a North Carolina
company with offices at 425 S. Main, Ann Arbor, Michigan
48107. Wake is a wholly owned subsidiary of DTE Biomass and
is engaged in landfill gas projects.
x. Westside Gas Producers, L.L.C. ("Westside") is a Michigan
company with offices at 425 S. Main, Ann Arbor, Michigan
48107. Westside is a wholly owned subsidiary of DTE Biomass
and is engaged in landfill gas projects.
y. Wichita Gas Producers, L.L.C. ("Wichita"), formerly BES/LES
Gas Producers I, L.L.C., is a Michigan company with offices
at 425 S. Main, Ann Arbor, Michigan 48107. Wichita is a 90%
owned subsidiary of DTE Biomass and is engaged in acquiring
rights to, developing, collecting and selling landfill gas
and related constituent products.
z. Winston Gas Producers, L.L.C. ("Winston") is a North
Carolina company with offices at 425 S. Main, Ann Arbor,
Michigan 48107. Winston is a 99% owned subsidiary of DTE
Biomass and is engaged in landfill gas projects.
aa. Salt Lake Gas Producers, L.L.C. ("Salt Lake") is a Michigan
company with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. Salt Lake is a wholly owned subsidiary of DTE
Biomass and is engaged in a landfill gas-to-energy project.
bb. Sunshine Energy Producers, L.L.C. ("Sunshine") is a Michigan
company with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. DTE Biomass holds 50% of this entity which is
engaged in a landfill gas-to-energy project.
cc. Pinnacle Gas Producers, L.L.C. ("Pinnacle") is a Michigan
company with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. Pinnacle is a wholly owned subsidiary of DTE
Biomass and is engaged in a landfill gas-to-energy project.
dd. Federal Renewable Energy Producers, L.L.C. ("Federal"),
formerly Kansas City Energy Producers, LLC, is a Michigan
company with offices located at 2000 2nd Avenue, Detroit,
Michigan 48226-1279. DTE Biomass holds 50% of this entity
which is engaged in a landfill gas-to-energy project.
2. DTE Energy Trading, Inc., formerly Huron Energy Services, Inc.,
("DTE Energy Trading") is a Michigan corporation with offices at
101 N. Main, Ann Arbor, Michigan 48107. DTE Energy Trading is
engaged in wholesale and retail energy marketing.
3. DTE Energy Marketing, Inc., formerly Great Lakes Energy Products,
Inc. ("DTE Energy Marketing") was a Michigan corporation with
offices at 2000 2nd Avenue, Detroit, Michigan 48226-1279. DTE
Energy Marketing is engaged in retail sales of electricity. DTE
Energy Marketing merged with DTE Energy Resources on May 23,
2003.
4. DTE Generation, Inc. ("DTE Generation") is a Michigan corporation
with offices at 2000 2nd Avenue, Detroit, Michigan 48226-1279.
DTE Generation is a wholly owned subsidiary of DTE ER and is a
holding company.
a. DTE River Rouge, No. 1, LLC ("DTE River") is a Michigan
company with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. DTE River is a wholly owned subsidiary of DTE
Generation, Inc. and is involved in a project at River Rouge
Power Plant.
5. DTE Energy Services, Inc., formerly Edison Energy Services, Inc.,
("DTE ES") is a Michigan corporation with offices at 414 S. Main,
Ann Arbor, Michigan 48104. DTE ES is a wholly owned subsidiary of
DTE ER and it is engaged in energy services activities.
a. DTE ES Holdings, Inc. ("DTE ES Holdings") is a Michigan
corporation with offices at 414 S. Main, Ann Arbor, Michigan
48104. DTE ES Holdings is a wholly owned subsidiary of DTE
ES and is a holding company.
(1) DTE Indiana Harbor, LLC ("Indiana Harbor") is a
Delaware company with offices at 414 S. Main, Ann
Arbor, Michigan 48104. Indiana Harbor is 75% owned by
DTE ES and 25% owned by DTE ES Holdings and is a
holding company.
a. Indiana Harbor Coke Company LP ("Indiana Harbor
Coke Company") is a Delaware limited partnership
with offices at 414 S. Main, Ann Arbor, Michigan
48104. Indiana Harbor Coke Company is 5% owned by
DTE ES.
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b. PCI Enterprises Company ("PCI") is a Michigan corporation
with offices at 425 S. Main, Ann Arbor, Michigan 48104. PCI
is a wholly owned subsidiary of DTE ES and it operates a
pulverized coal facility.
c. CBC I, L.L.C. ("CBC") is a Delaware company with offices at
414 S. Main, Ann Arbor, Michigan 48104. CBC is a wholly
owned subsidiary of DTE ES and is a holding company.
d. EES Coke Battery, L.L.C. ("EES") is a Michigan company with
offices at 414 S. Main, Ann Arbor, Michigan 48104. EES is
50.5% owned by DTE ES and .5% by CBC I, L.L.C. and is
engaged in coke supply.
e. DTE BH Holdings, Inc. ("DTE BH") is a Delaware corporation
with offices at 414 S. Main, Ann Arbor, Michigan 48104. DTE
BH is a wholly owned subsidiary of DTE ES and is a holding
company.
(1) BH Coke Energy Company, Inc. ("BH Coke") is a Delaware
corporation with offices at 414 S. Main, Ann Arbor,
Michigan 48104. BH Coke is a wholly owned subsidiary of
DTE BH and is a holding company.
a. DTE Burns Harbor, L.L.C. ("DTE Burns Harbor") is a
Delaware company with offices at 414 S. Main, Ann
Arbor, Michigan 48104. DTE Burns Harbor is 38.77%
owned by BH Coke and 12.23% owned by DTE BH and
operates a coke battery facility.
f. DTE Sparrows Point Operations, Inc. ("Sparrows Point
Operations") is a Michigan corporation with offices at 414
S. Main, Ann Arbor, Michigan 48104. Sparrows Point
Operations is a wholly owned subsidiary of DTE ES, and is
engaged in the operation of pulverized coal injection
facilities.
g. DTE Sparrows Point Holdings, L.L.C. ("Sparrows Point
Holdings") is a Delaware company with offices at 414 S.
Main, Ann Arbor, Michigan 48104. Sparrows Point Holdings is
a wholly owned subsidiary of DTE ES, and is a holding
company.
h. DTE Georgetown Holdings, Inc. ("Georgetown Holdings") is a
Delaware corporation with offices at 414 S. Main, Ann Arbor,
Michigan 48104. Georgetown Holdings is a wholly owned
subsidiary of DTE ES, and is a holding company.
i. DTE Georgetown, L.P. ("Georgetown"), is a Delaware limited
partnership with offices at 414 S. Main, Ann Arbor, Michigan
48104. Georgetown is a 99% owned subsidiary of DTE ES and 1%
owned by DTE Georgetown Holdings, Inc. and is engaged in the
generation of electricity.
j. DTE Northwind Operations, L.L.C. ("Northwind Operations") is
a Michigan company with offices at 414 S. Main, Ann Arbor,
Michigan 48104. Northwind Operations is a wholly owned
subsidiary of DTE ES and handles the operation and
maintenance of Northwind.
k. DTE Northwind, L.L.C. ("Northwind") is a Delaware company
with offices at 414 S. Main, Ann Arbor, Michigan 48104.
Northwind is a wholly owned subsidiary of DTE ES and
operates a chilled water plant.
l. DTE Sparrows Point, L.L.C. ("Sparrows Point") is a Delaware
company with offices at 414 S. Main, Ann Arbor, Michigan
48104. Sparrows Point is a wholly owned subsidiary of DTE ES
and is engaged in the operation of a pulverized coal
injection plant.
m. DTE Synfuels, L.L.C. ("Synfuels") is a Delaware company with
offices at 414 S. Main, Ann Arbor, Michigan 48104. Synfuels
is a wholly owned subsidiary of DTE ES and is a holding
company for synfuels projects.
(1) DTE Buckeye Operations, LLC ("Buckeye Operations") is a
Delaware company with offices at 414 S. Main, Ann
Arbor, Michigan 48104. Buckeye Operations is a 41%
owned subsidiary of Synfuels and is engaged in
synthetic fuel machine operations.
6
(2) DTE Synfuel Partners, LLC ("Synfuel Partners") is a
Delaware company with offices at 414 S. Main, Ann
Arbor, Michigan 48104. Synfuel Partners is a wholly
owned subsidiary of Synfuels and is a holding company
for numerous synthetic fuel manufacturing facilities.
a. DTE Smith Branch, LLC ("Smith Branch"), formerly
CRC No. 5, LLC, is a Delaware company with offices
at 414 S. Main, Ann Arbor, Michigan 48104. Smith
Branch is 5% owned by Synfuel Partners, and is
engaged in synfuel projects.
b. DTE Clover, LLC ("Clover"), formerly CRC No. 6,
LLC, is a Delaware company with offices at 414 S.
Main, Ann Arbor, Michigan 48104. Clover is 5%
owned by Synfuel Partners, and is engaged in
synfuel projects.
c. DTE IndyCoke, LLC ("IndyCoke"), formerly CRC No.
1, LLC, is a Delaware company with offices at 414
S. Main, Ann Arbor, Michigan 48104. IndyCoke is
95% owned by Synfuels and 5% owned by Synfuel
Partners, and is engaged in synfuel projects.
d. DTE Belews Creek, LLC ("Belews Creek"), formerly
CRC No. 3, LLC, is a Delaware company with offices
at 414 S. Main, Ann Arbor, Michigan 48104. Belews
Creek is 1% owned by Synfuels Partners and is
engaged in synfuel projects.
e. DTE Utah Synfuels, LLC ("Utah Synfuels"), formerly
DTE Kentucky, LLC is a Delaware company with
offices at 414 S. Main, Ann Arbor, Michigan 48104.
Utah Synfuels is 95% owned by Synfuels and 5%
owned by Synfuel Partners, and is engaged in
synfuel projects.
f. DTE Buckeye, LLC ("Buckeye") is a Delaware company
with offices at 414 S. Main, Ann Arbor, Michigan
48104. Buckeye is 40% owned by Synfuels and 1%
owned by Synfuel Partners, and is engaged in
synfuel projects. CRC No.2 L.L.C. and CRC No. 4
L.L.C. were merged into Buckeye on April 16, 2002.
g. DTE Riverhill, L.L.C. ("Riverhill") is a Delaware
company with offices at 414 S. Main, Ann Arbor,
Michigan 48104. Riverhill is 95% owned by DTE
Synfuels, L.L.C. and 5% by DTE Synfuel Partners,
L.L.C. and is engaged in synfuel projects.
h. DTE Red Mountain, L.L.C. ("Red Mountain") is a
Delaware company with offices at 414 S. Main, Ann
Arbor, Michigan 48104. Red Mountain is 95% owned
by DTE Synfuels, L.L.C. and 5% by DTE Synfuels
Partners, L.L.C. and is engaged in synfuel
projects.
(3) DTE Smith Branch Operations, LLC ("Smith Branch
Operations") is a Delaware company with offices at 414
S. Main, Ann Arbor, Michigan 48104. Smith Branch
Operations is a wholly owned subsidiary of Synfuels and
is engaged in the operation of synthetic fuel
facilities.
(4) DTE Synfuels Operations, LLC ("Synfuel Operations") is
a Delaware company with offices at 414 S. Main, Ann
Arbor, Michigan 48104. Synfuel Operations is a 95%
owned subsidiary of Synfuels and 5% owned by Synfuel
Partners and provides labor and management services to
operate synthetic fuel manufacturing facilities.
n. DTE Backup Generation Equipment Leasing, L.L.C. ("Backup
Generation Equipment Leasing") is a Delaware company with
offices at 414 S. Main, Ann Arbor, Michigan 48104. Backup
Generation Equipment Leasing is a wholly owned subsidiary of
DTE ES, and is engaged in the equipment leasing business.
o. Power Energy Partners, LLC ("Power Energy Partners") is a
Delaware company with offices at 414 S. Main, Ann Arbor,
Michigan 48104. Power Energy Partners is a wholly owned
subsidiary of DTE ES, and is a holding company.
(1) Crete Energy Venture, LLC ("CEV") is a Delaware company
with offices at 414 S. Main Street, Ann Arbor, Michigan
48104. CEV is 50% owned by Power Energy Partners, and
is engaged in electricity generation.
(2) Crete Turbine Holdings, LLC ("CTH") is a Delaware
company with offices at 414 S. Main Street, Ann Arbor,
Michigan 48104. CTH is 50% owned by Power Energy
Partners, and is engaged in equipment sales.
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p. DTE Crete Operations, LLC ("Crete Operations") is a Delaware
company with offices at 414 S. Main Street, Ann Arbor,
Michigan 48104. Crete Operations is a wholly owned
subsidiary of DTE ES and operates and maintains electric
generating facilities.
q. DTE Moraine, L.L.C. ("Moraine") is a Delaware company with
offices at 414 S. Main, Ann Arbor, Michigan 48104. Moraine
is a wholly owned subsidiary of DTE ES, and is engaged in
development and operation of a compressed air facility.
r. DTE East China, LLC ("East China"), formerly Woodward
Energy, L.L.C., is a Michigan company with offices at 414 S.
Main Street, Ann Arbor, Michigan 48104. East China is a
wholly owned subsidiary of DTE ES and is engaged in
electricity generation.
s. DTE East China Operations, LLC ("East China Operations") is
a Delaware company 2001, with offices at 414 S. Main, Ann
Arbor, Michigan 48104. East China Operations is a wholly
owned subsidiary of DTE ES, and is engaged in the operation
and maintenance of an electric generation facility.
t. DTE Tonawanda, LLC ("Tonawanda") is a Michigan company with
offices at 414 S. Main, Ann Arbor, Michigan 48104. Tonawanda
is a wholly owned subsidiary of DTE ES and is engaged in
wastewater treatment and supply of chilled water.
(1) DTE Tonawanda Operations, LLC ("Tonawanda Operations")
is a Delaware company with offices at 414 S. Main, Ann
Arbor, Michigan 48104. Tonawanda Operations is a wholly
owned subsidiary of Tonawanda and is engaged in the
operation of Tonawanda.
u. DTE Heritage, LLC ("DTE Heritage") is a Michigan company
with offices at 414 S. Main, Ann Arbor, Michigan 48104. DTE
Heritage is a wholly owned subsidiary of DTE ES and is
engaged in the ownership and operation of an internal
electric distribution system of electricity.
v. DTE ES Holdings No. 1, LLC ("ES Holdings") is a Delaware
company with offices at 414 S. Main Street, Ann Arbor
Michigan 48104. ES Holdings is 100% owned by DTE ES and
operates synthetic fuel facilities.
w. DTE Lake Road Operations, LLC ("Lake Road") is a Delaware
company with offices at 414 S. Main Street, Ann Arbor,
Michigan 48104. Lake Road is 100% owned by DTE ES and
operates synthetic fuel facilities.
x. DTE La Paloma Operations, LLC ("La Paloma") is a Delaware
company with offices at 414 S. Main Street, Ann Arbor,
Michigan 48104. La Paloma is 100% owned by DTE ES and
operates synthetic fuel facilities.
y. DTE ES Finance, LLC ("ES Finance") is a Delaware company
with offices at 414 S. Main Street, Ann Arbor, Michigan
48104. ES Finance is 100% owned by DTE ES and is involved in
financing and investing activities.
z. DTE Mobile, LLC ("Mobile") is a Delaware company with
offices at 414 S. Main Street, Ann Arbor, Michigan 48104.
Mobile is a wholly owned subsidiary of DTE ES.
aa. DTE Energy Producers, LLC ("Energy Prod") is a Delaware
company with offices at 414 S. Main Street, Ann Arbor,
Michigan 48104. Energy Prod is a wholly owned subsidiary of
DTE ES.
bb. DTE Gas Producers, LLC ("Gas Prod") is a Delaware company
with offices at 414 S. Main Street, Ann Arbor, Michigan
48104. Gas Prod is a wholly owned subsidiary of DTE ES.
cc. DTE Capital, LLC ("MESC Cap") is a Delaware company with
offices at 414 S. Main Street, Ann Arbor, Michigan 48104.
MESC Cap is a wholly owned subsidiary of DTE ES.
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dd. DTE Utility Services Holdings, LLC ("Utility Serv Hold") is
a Delaware company with offices at 414 S. Main Street, Ann
Arbor, Michigan 48104. Utility Serv Hold is wholly owned
subsidiary of DTE ES.
ee. DTE Utility Services, LLC ("Utility Serv") is a Delaware
company with offices at 414 S. Main Street, Ann Arbor,
Michigan 48104. Utility Serv is a wholly owned subsidiary of
DTE ES.
ff. DTE Energy Center, LLC ("Energy Center") is a Delaware
company with offices at 414 S. Main Street, Ann Arbor,
Michigan 48104. Energy Center is a wholly owned subsidiary
of DTE ES.
6. DTE Coal Services, Inc. ("DTE Coal") is a Michigan corporation
with offices at 425 S. Main, Ann Arbor, Michigan 48104. DTE Coal
is a wholly owned subsidiary of DTE ER and it is engaged in
selling and transporting coal to third parties.
a. DTE Rail Services, Inc., formerly DTE CS Rail Services,
Inc., ("DTE Rail") is a Michigan corporation with offices at
425 S. Main, Ann Arbor, Michigan 48104. DTE Rail is a wholly
owned subsidiary of DTE Coal and it is engaged in rail car
repair and maintenance.
(1) DTE Transportation Services, Inc. ("DTE
Transportation") was a Michigan corporation with
offices at 425 S. Main, Ann Arbor, Michigan 48104. DTE
Transportation is a wholly owned subsidiary of DTE Rail
and is engaged in rail shipment management and
logistics, short line railroad management, rail car
trading and brokering, and rail car leasing. DTE
Transportation merged with DTE Rail on August 5, 2003.
b. DTECS Holdings, Inc. ("DTECS Holdings") is a Michigan
corporation with offices at 425 S. Main, Ann Arbor, Michigan
48107. DTECS Holdings is a wholly owned subsidiary of DTE
Coal and is engaged in the business of administering coal
contracts. DTECS Holdings owns a 1% general partnership
interest in DTECS Limited Partnership.
(1) DTECS Limited Partnership is a Michigan limited
partnership with offices at 425 S. Main, Ann Arbor,
Michigan 48107. DTECS Limited Partnership is a 99%
owned subsidiary of DTE Coal, which holds a limited
partnership interest, and is engaged in the
acquisition, storage and reselling of coal. DTECS
Holdings holds a general partnership interest in DTECS
Limited Partnership.
c. DTE Peptec, Inc. ("DTE Peptec") is a Michigan corporation
with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279.. DTE Peptec is involved in coal preparation and
cleaning activities. DTE Peptec is a wholly owned subsidiary
of DTE Coal.
(1) DTE Dickerson, L.L.C. ("DTE Dickerson") is a Michigan
company with offices at 2000 2nd Avenue, Detroit,
Michigan 48226-1279. DTE Dickerson is involved in coal
preparation and cleaning activities. DTE Dickerson is a
wholly owned subsidiary of DTE Peptec.
(2) DTE DuQuoin, LLC ("DTE DuQuoin") is a Michigan company
with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. DTE DuQuoin is involved in slurry and
mining, waste processing. DTE DuQuoin is a wholly owned
subsidiary of DTE Peptec.
B. Syndeco Realty Corporation ("Syndeco") is a Michigan corporation with
offices at 2000 2nd Avenue, Detroit, Michigan 48226-1279. Syndeco is
engaged in real estate projects.
1. Syndeco Plaza L.L.C. ("Syndeco Plaza") is a Michigan company with
offices at 2000 2nd Avenue, Detroit, Michigan 48226-1279. Syndeco
Plaza is a wholly owned subsidiary of Syndeco and is engaged real
estate projects.
2. Ashley Mews L.L.C. ("Ashley") is a Michigan company with offices
at 2000 2nd Avenue, Detroit, Michigan 48226-1279. Ashley is a
wholly owned subsidiary of Syndeco and is engaged in real estate
projects.
3. Stratford Village, L.L.C. ("Stratford") is a Michigan company
with offices at 2000 2nd Avenue, Detroit, Michigan 48226-1279.
Stratford is a wholly owned subsidiary of Syndeco and is engaged
in a residential condominium development in Orion Township.
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4. Delray Land, L.L.C. ("Delray") is a Michigan company with offices
at 2000 2nd Avenue, Detroit, Michigan 48226-1279. Syndeco holds
20% of this entity which is engaged in real estate development in
Detroit.
5. 23/Mound, L.L.C. ("23/Mound") is a Michigan company with offices
at 2000 2nd Avenue, Detroit, Michigan 48226-1279. 23/Mound is a
wholly owned subsidiary of Syndeco and owns 4 acres of land in
Shelby Township.
6. F. J. Waterman, L.L.C. ("Waterman") is a Michigan company with
offices at 2000 2nd Avenue, Detroit, Michigan 48226-1279. Syndeco
holds 29% of this entity which constructed a manufacturing
building in Detroit.
7. Syndeco Meadowbrook, LLC ("Meadowbrook") is a Michigan company
with offices at 2000 2nd Avenue, Detroit, Michigan 48226-1279.
Syndeco holds 50% of this entity which owns property in Novi for
future development.
8. Syndeco Plaza Unit Acquisition LLC ("Plaza Unit") is a Michigan
company with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. Syndeco holds 100% of this entity.
C. The Detroit Edison Company ("Detroit Edison") is incorporated in
Michigan and is a Michigan public utility. It is engaged in the
generation, purchase, distribution and sale of electric energy in
Southeastern Michigan. It also owned and operated a steam heating
system in Detroit, Michigan, which was sold in January, 2003. On
January 1, 1996, Detroit Edison became a wholly owned subsidiary of
the Company. Detroit Edison's address is 2000 2nd Avenue, Detroit,
Michigan 48226-1279.
1. Midwest Energy Resources Company ("MERC") is a Michigan
corporation with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. MERC is a wholly owned subsidiary of Detroit Edison
and is engaged in operating a coal-transshipment facility in
Superior, Wisconsin.
2. The Edison Illuminating Company of Detroit ("EIC") is a Michigan
corporation with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. EIC is a wholly owned subsidiary of Detroit Edison
and holds real estate.
3. St. Clair Energy Corporation ("St. Clair") is a Michigan
corporation with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. St. Clair is a wholly owned subsidiary of Detroit
Edison and is engaged in fuel procurement.
4. The Detroit Edison Securitization Funding, L.L.C.
("Securitization Funding") is a Michigan company with offices at
2000 2nd Avenue, Detroit, Michigan 48226-1279. Securitization
Funding is a wholly owned subsidiary of Detroit Edison and is a
special purpose entity established to recover certain stranded
costs, called Securitization Property by Michigan Statute.
5. Detroit Edison Trust I ("DET I") is a Delaware statutory trust
with offices at 2000 2nd Avenue, Detroit, Michigan 48226-1279.
DET I may offer from time to time trust preferred securities.
6. Detroit Edison Trust II ("DET II") is a Delaware statutory trust
with offices at 2000 2nd Avenue, Detroit, Michigan 48226-1279.
DET II may offer from time to time trust preferred securities
D. International Transmission Company ("ITC") is regulated by the Federal
Energy Regulatory Commission and was a wholly owned subsidiary of the
Company and is engaged in providing transmission services. ITC was
sold on February 28, 2003.
E. Wolverine Energy Services, Inc. ("Wolverine") is a Michigan
corporation with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. Wolverine is a wholly owned subsidiary of the Company and
is a holding company.
1. DTE Edison America, Inc. ("Edison America") is a Michigan
corporation with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. Edison America is a wholly owned subsidiary of
Wolverine and is engaged in energy and energy related products.
2. DTE Energy Technologies, Inc. ("Technologies") is a Michigan
corporation with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. Technologies is a wholly owned subsidiary of
Wolverine and is engaged in energy solutions for industrial,
commercial and small businesses.
10
a. Alliance Energy Companies, Ltd. ("Alliance") is a Minnesota
corporation with offices at 1715 Lake Drive West,
Chanhassen, Minnesota 55317-8580. Alliance is a wholly owned
subsidiary of Technologies and is the holding company for
the following entities:
(1) Alliance Energy Systems, Inc. ("Energy Systems") is a
Minnesota corporation with offices at 1715 Lake Drive
West, Chanhassen, Minnesota 55317-8580. Energy Systems
is a wholly owned subsidiary of Alliance and is engaged
in selling electric generators in the U.S. market.
(2) Alliance Energy Services, Inc. ("Energy Services") is a
Minnesota corporation with offices at 1715 Lake Drive
West, Chanhassen, Minnesota 55317-8580. Energy Services
is a wholly owned subsidiary of Alliance and is engaged
in servicing electric generators (primarily those sold
by Energy Systems) in the U.S. market.
(3) Alliance Energy Systems Canada, Ltd. ("Energy Systems
Canada") is an Ontario, Canada corporation with offices
at 275 Renfrew Drive, Markham, Ontario, Canada L3R 0C8.
Energy Systems Canada is a wholly owned subsidiary of
Alliance and is engaged in selling electric generators
in the Canadian market.
3. DTE Energy Solutions, Inc. ("Solutions") is a Michigan
corporation with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. Solutions is a wholly owned subsidiary of Wolverine
and is engaged in system based energy related products and
services.
a. DTE Engineering Services, Inc., ("DTE Engineering Services")
formerly UTS Systems, Inc., is a Michigan corporation with
offices at 2000 2nd Avenue, Detroit, Michigan 48226-1279.
DTE Engineering Services is engaged in professional
engineering services.
b. DTE Energy Solutions Canada, Ltd. ("Energy Solutions") which
prior to May 8, 2002 was a joint venture between DTE Probyn
Energy Solutions, Inc. and Probyn Company. This joint
venture was organized June 23, 1998 under the Ontario
Business Corporations Act. On May 8, 2002 Solutions acquired
a 100% interest and changed the name to Energy Solutions.
Energy Solutions has offices at 197 Glengarry Avenue,
Toronto, Canada M5M 1E1.
c. Global View Technologies, L.L.C. ("Global") is a Michigan
company with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. Solutions holds 19% interest in Global.
F. DTE Energy Ventures, Inc. ("DTE Ventures"), formerly Edison
Development Corporation is a Michigan corporation with offices at 2000
2nd Avenue, Detroit, Michigan 48226-1279, DTE Ventures is engaged in
business development.
1. DTE Solar Company of California ("Solar") is a Michigan
corporation with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. Solar is engaged in solar photovoltaic leasing.
2. Plug Power Inc. ("Plug") is a New York corporation, with offices
at 468 Albany-Shaker Road, Latham, New York 12110. DTE Ventures
currently holds a 19% interest in Plug, which is involved with
fuel cell technology.
G. DTE ENTERPRISES, INC. ("DTEE") is a Michigan corporation with offices
at 2000 2nd Avenue, Detroit, Michigan 48226-1279. Except where
otherwise indicated, DTEE owns directly or indirectly all of the
outstanding common stock of MichCon Holdings, Inc., Citizens Gas Fuel
Company ("Citizens"), MCN Energy Enterprises Inc. ("MCNEE"), various
MCN financing companies and a 95% interest in Southern Missouri Gas
Company, L.P.
1. MichCon Holdings, Inc. is a Michigan corporation with offices at
2000 2nd Avenue, Detroit, Michigan 48226-1279, is the holding
company for MichCon and MichCon Enterprises, Inc. MichCon is a
public utility engaged in the distribution and transmission of
natural gas in the state of Michigan. MichCon's principal
executive offices are located at 2000 2nd Avenue Street, Detroit,
Michigan 48226. MichCon conducts substantially all of its
business in the state of Michigan and is subject to the
jurisdiction of the Michigan Public Service Commission ("MPSC")
as to various phases of its operations, including gas sales
rates, service, and accounting. MichCon Enterprises, Inc. (a
non-regulated affiliate) was formed to engage in non-regulated
activities.
Except where otherwise indicated, the companies set forth below
are wholly owned subsidiaries of MichCon:
11
a. MichCon Development Corporation is a Michigan corporation
with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. Through its various partnership arrangements,
MichCon Development owned an interest in Harbortown, a
residential and small commercial development constructed
along the Detroit River in Detroit, Michigan, which was sold
in December 2003.
b. Blue Lake Holdings, Inc. is a Michigan corporation with
offices at 2000 2nd Avenue, Detroit, Michigan 48226-1279. It
holds a 25% interest in Blue Lake Gas Storage Company, a
partnership that has converted a depleted natural gas field
in northern Michigan into a 46 billion cubic feet (Bcf)
natural gas storage field, which it now operates.
c. MichCon Pipeline Company is a Michigan corporation with
offices at 2000 2nd Avenue, Detroit, Michigan 48226-1279.
Through the subsidiaries below, is engaged in pipeline and
gathering projects in Michigan:
(1) MichCon Gathering Company is a Michigan corporation
with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. It owns and operates the Antrim Expansion
Pipeline.
(2) Saginaw Bay Pipeline Company is a Michigan corporation
with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. It currently owns and operates a 67-mile
pipeline that transports natural gas and natural gas
liquids from reserves in east-central Michigan to
natural gas processing plants in northern Michigan.
(3) Saginaw Bay Lateral Company is a Michigan corporation
with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. It is the sole general partner and owns 46%
of a partnership that owns and operates lateral
pipelines interconnecting with the 67-mile pipeline
previously described.
(4) Westside Pipeline Company is a Michigan corporation
with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. It owns 80.2% of the Jordan Valley
Partnership, a partnership that owns and operates two
pipeline systems.
(5) Thunder Bay Gathering Company is a Michigan corporation
with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. It owns and operates a pipeline system,
consisting of 44 miles of gathering lines situated in
Alpena and Alcona Counties in northeast Michigan.
(6) MichCon Lateral Company is a Michigan corporation with
offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. It is currently inactive but was originally
formed in 1997 to own, operate and construct natural
gas pipelines.
d. Huron Pipeline Company, is a Michigan corporation with
offices at 2000 2nd Avenue, Detroit, Michigan 48226-1279. It
is currently inactive but was originally formed in 1996 to
acquire a 50% ownership interest in the ANR Link Interstate
Pipeline, which transports natural gas to Canada through a
pipeline owned by Niagara Gas Transmission Limited, a
subsidiary of the Consumers Gas Co. Ltd.
(1) Huron Gas Services Company is a Michigan corporation
with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. Huron Gas Services Company is currently
inactive but was originally formed in 1996 to market
pipeline transportation services.
e. Kalkaska Gas Storage Limited Partnership ("Kalkaska") is a
Michigan corporation with offices at 2000 2nd Avenue,
Detroit, Michigan 48226-1279. Kalkaska of which MichCon owns
31%, held 53.5% general partnership interest in the Cold
Springs Gas Storage Limited Partnership which was dissolved
in 2001.
The companies set forth below are wholly owned subsidiaries of DTE
Enterprises, Inc.:
1. MichCon Fuel Services Company is a Michigan corporation
with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. It markets natural gas as a vehicular fuel
and markets energy to residential and commercial
customers through a transportation brokerage pilot
program. MichCon Fuel Services Company became inactive
in 2001.
12
2. Citizens Gas Fuel Company ("Citizens") is a public
utility engaged in the distribution of natural gas in
Michigan. Citizens' principal executive offices are
located at 127 N. Main Street, Adrian, Michigan 49221.
3. Southern Missouri Gas Company, L.P. ("SMGC") is a
public utility engaged in the distribution and
transmission of natural gas in Missouri. DTEE acquired
an additional 5% interest in SMGC during 2003 and
currently holds a 100% interest in SMGC. The principal
executive offices of SMGC are located at 301 East 17th
Street, Mountain Grove, Missouri 65711.
4. MCN Energy Enterprises, Inc. ("MCNEE"), formerly MCN
Investment Corporation, is the holding company for
DTEE's various diversified energy subsidiaries. MCNEE,
through its subsidiaries and joint ventures, provides
gathering, processing and transmission services;
engages in energy marketing activities and storage
services; engages in gas and oil exploration,
development and production; and is involved in other
energy-related businesses. Except where otherwise
indicated, the companies set forth below are wholly
owned subsidiaries of MCNEE:
a. DTE Gas Storage, Pipelines and Processing Company,
formerly MCNIC Pipeline & Processing Company is a
Michigan corporation with offices at 2000 2nd
Avenue, Detroit, Michigan 48226-1279. It engages
in pipeline and processing projects through the
following subsidiaries and partnerships:
(1) MCNIC Offshore Pipeline & Processing Company
is a Michigan corporation with offices at
2000 2nd Avenue, Detroit, Michigan
48226-1279. It holds 100% of MCNIC Black
Marlin Offshore Company, which held a 33.3%
interest in the Black Marlin Pipeline System,
which was sold in January 2001 and held a 33%
interest in the Blue Dolphin System, which
was sold in February 2002.
(2) DTE Michigan Holdings, Inc., formerly MCNIC
Michigan Holdings, Inc. is a Michigan
corporation with offices at 2000 2nd Avenue,
Detroit, Michigan 48226-1279.
(a) Bagley Processing Company is a
Michigan corporation with offices
at 2000 2nd Avenue, Detroit,
Michigan 48226-1279. (47% general
partnership interest in natural gas
carbon dioxide ("CO2") removal
facility).
(b) Warner Treating Company is a
Michigan corporation with offices
at 2000 2nd Avenue, Detroit,
Michigan 48226-1279. (90% interest
in natural gas CO2 removal
facility).
(c) Terra-Westside Processing Company
is a Michigan corporation with
offices at 2000 2nd Avenue,
Detroit, Michigan 48226-1279. (85%
interest in natural gas CO2 removal
facility).
(3) DTE East Coast Pipeline Company, formerly
MCNIC East Coast Pipeline Company is a
Michigan corporation with offices at 2000 2nd
Avenue, Detroit, Michigan 48226-1279. It held
a 16.4% interest in the 292-mile Portland
Natural Gas Transmission System Pipeline
Project, which was sold in September 2003.
(4) MCNIC General Methanol Company is a Michigan
corporation with offices at 2000 2nd Avenue,
Detroit, Michigan 48226-1279. It held a 1%
general partnership interest in Lyondell
Methanol Co. L.P. The partnership interest
was sold in May 2002.
(5) MCNIC Methanol Holdings Company is a Michigan
corporation with offices at 2000 2nd Avenue,
Detroit, Michigan 48226-1279. It held a 24%
limited partnership interest in Lyondell
Methanol Co. L.P. The partnership interest
was sold in May 2002.
(6) American Central Western Oklahoma Gas
Company, L.L.C. (40% interest in a natural
gas NGL removal facility) is an Oklahoma
company which had offices at 2000 2nd Avenue,
Detroit, Michigan 48226-1279. This LLC was
sold in December 2003.
(7) Crown Asphalt Ridge, L.L.C. (100% interest)
is a Utah company with offices at 2000 2nd
Avenue, Detroit, Michigan 48226-1279.
13
(8) MCNIC East Texas Gathering Company is a
Michigan corporation with offices at 2000 2nd
Avenue, Detroit, Michigan 48226-1279. It held
a 39.9% limited partnership interest in
American Central Eastern Texas Gas Company,
L.P., a natural gas NGL removal facility.
This interest was sold in January, 2004.
(9) MCNIC East Texas Pipeline & Processing
Company is a Michigan corporation with
offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. It held a 0.1% general
partnership interest in American Central
Eastern Texas Gas Company, L.P., a natural
gas NGL removal facility. This interest was
sold in January, 2004.
(10) MCNIC Permian Basin Company is a Michigan
corporation with offices at 2000 2nd Avenue,
Detroit, Michigan 48226-1279. It held a
0.99% general partnership interest in PSCO2,
L.P., which was sold in February, 2002.
(11) MCNIC CO2 Investment Company is a Michigan
corporation with offices at 2000 2nd Avenue,
Detroit, Michigan 48226-1279. It held a 41.5%
general partnership interest in PSCO2, L.P.
which it sold in February 2002.
(12) MCNIC Rodeo Gathering Inc. is a Michigan
corporation with offices at 2000 2nd Avenue,
Detroit, Michigan 48226-1279. It holds an
18.55% interest in Keyes Helium Company,
L.L.C. MCNIC Rodeo Gathering Inc. was sold in
August 2002.
(13) DTE Millennium Company, formerly MCNIC
Millennium Company is a Michigan corporation
with offices at 2000 2nd Avenue, Detroit,
Michigan 48226-1279. It was formed to hold a
10.5% interest in the Millennium Pipeline
Company, L.P.
(14) DTE LLC Millennium Company, formerly MCNIC
L.L.C. Millennium Company is a Michigan
company with offices at 2000 2nd Avenue,
Detroit, Michigan 48226-12796. It was formed
to hold a 10.5% interest in the Millennium
Pipeline Management Company, L.L.C., which
holds a 1% interest in the Millennium
Pipeline Company L.P.
(15) DTE Vector Company, formerly MCNIC Vector
Company is a Michigan corporation with
offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. It was formed to hold a 39.6%
limited partnership interest in Vector
Pipeline, L.P., a Delaware Limited
Partnership, which owns and operates the
Vector Pipeline.
(16) DTE Vector II Company, formerly MCNIC Vector
II Company is a Michigan corporation with
offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. It was formed in January 2000 to
hold a 40% interest in Vector Pipeline Inc.,
which owns a 1% general partnership interest
in Vector Pipeline, L.P., a Delaware Limited
Partnership, which owns and operates the
Vector Pipeline.
(17) DTE Vector Canada, formerly MCNIC Vector
Canada, Inc. is a New Brunswick corporation
with offices at 2000 2nd Avenue, Detroit,
Michigan 48226-1279. MCNIC Vector Canada,
Inc. holds a 39.6% limited partnership
interest in Vector Pipeline L.P., an Alberta,
Canada limited partnership, which owns the
Canadian portion of the Vector Pipeline.
(18) DTE Vector Canada II, Inc. formerly MCNIC
Vector Canada II, Inc. is a New Brunswick
corporation holds 40% interest in Vector
Pipeline Limited, which owns a 1% general
partnership interest in Vector Pipeline L.P.,
an Alberta, Canada limited partnership, which
owns the Canadian portion of the Vector
Pipeline.
(19) MCNIC Compression GP, Inc. holds a 0.1%
general partnership interest in the KCI
Compression Company, L.P. The partnership
interest in KCI Compression Company, L.P. was
sold in July 2001.
(20) MCNIC Compression L.P., Inc. was formed to
hold the 42.9% limited partnership interest
in the KCI Compression Company, L.P. The
partnership interest in KCI Compression
Company, L.P. was sold in July 2001.
b. MCN Power Company is a Michigan corporation with
offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279 that pursues domestic power generation
related opportunities.
14
(1) South Norwalk Power Partners, L.L.C., is a
Michigan company with offices at 2000 2nd
Avenue, Detroit, Michigan 48226-1279. It was
formed to participate in power projects.
(2) Metro Energy, L.L.C. is a Michigan company
with offices at 2000 2nd Avenue, Detroit,
Michigan 48226-1279. It provides energy
related services. MCN Power holds a 50%
interest in Metro Energy, L.L.C.
c. MCN International Corporation is a Michigan
corporation with offices at 2000 2nd Avenue,
Detroit, Michigan 48226-1279. It was formed as a
holding company for MCN's international
subsidiaries.
(1) MCNIC Nepal Limited of Grand Cayman, Cayman
Island, owns 100% of the Class B Capital
Stock of Panda Bhote Koshi, which gives MCNIC
Nepal rights to an 85% distribution of Panda
Bhote Koshi, a Cayman Island company that
holds a 100% interest in Panda of Nepal.
Panda of Nepal holds a 75% interest in Bhote
Koshi Power Company Private Limited which
owns a 36 MW hydroelectric power project in
Nepal.
(2) MCNIC UAE Limited of Grand Cayman, Cayman
Island, was formed to hold a 39% interest in
an United Arab Emirate fertilizer plant
project. Subsequently, MCNIC UAE Limited
converted its equity interest into a loan.
d. CoEnergy Trading Company ("CoEnergy Trading") is a
Michigan corporation with offices at 2000 2nd
Avenue, Detroit, Michigan 48226-1279. It is
engaged in the purchase and sale of natural gas to
large-volume gas users and gas and electric
utilities. Except where otherwise indicated, the
companies set forth below are 50% owned by
CoEnergy Trading Company:
(1) CoEnergy Sales Company, a Michigan
corporation with offices at 2000 2nd Avenue,
Detroit, Michigan 48226-1279, was formed in
1998 to hold the membership interest in
DTE-CoEnergy, L.L.C., which has been
dissolved.
e. MCNIC Canadian Holdings Ltd., a New Brunswick
corporation, was formed to market and sell natural
gas in Canada and the northeastern United States.
MCNIC Canadian Holdings was dissolved on October
29, 2003.
f. DTE Gas Storage Company, formerly MCNIC Gas
Storage Company is a Michigan Corporation with
offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. It engages in the storage of natural
gas.
(1) South Romeo Gas Storage Corporation ("South
Romeo"), is a Michigan partnership with
offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. South Romeo has a 50% interest,
owns and operates the Washington 28 Gas
Storage Field, a 10 Bcf storage field in
southeastern Michigan that provides storage
services to MCNEE's Energy Marketing
operations. South Romeo holds a 50% interest
in South Romeo Gas Storage Corporation.
(2) W-10 Holdings, Inc., is a Michigan
corporation with offices at 2000 2nd Avenue,
Detroit, Michigan 48226-1279. It holds a 50%
interest in Washington 10 Storage
Partnership, a partnership that developed and
operates the Washington 10 Storage Field, a
42 Bcf storage field in southeastern
Michigan.
(3) The Orchards Golf Limited Partnership
("Orchards Golf"), a Michigan partnership in
which Orchards Golf has a 50% interest,
developed, owns and operates a residential
community and golf course on 520 acres of
land above the South Romeo gas storage field
in southeastern Michigan.
(4) Shelby Storage LLC is a Michigan company with
offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. It is used to procure storage,
mineral and load rights for a storage field.
15
g. DTE Gas & Oil Company ("DTE Gas & Oil") formerly
MCN Oil & Gas Company is a Michigan corporation
with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. DTE Gas & Oil is engaged in natural
gas and oil exploration, development and
production through the following subsidiaries:
(1) Green Oak Development Company is a Michigan
corporation with offices at 2000 2nd Avenue,
Detroit, Michigan 48226-1279.
(2) Otsego Exploration Company, L.L.C. is a
Michigan company with offices at 2000 2nd
Avenue, Detroit, Michigan 48226-1279.
(3) MCNIC Enhanced Production, Inc., which has a
75% interest in Otsego EOR, L.L.C. is a
Michigan corporation with offices at 2000 2nd
Avenue, Detroit, Michigan 48226-1279.
(4) MCNIC Oil & Gas Midcontinent, Inc. is a
Michigan corporation with offices at 2000 2nd
Avenue, Detroit, Michigan 48226-1279.
(5) MCNIC Oil & Gas Properties, Inc. is a
Michigan corporation with offices at 2000 2nd
Avenue, Detroit, Michigan 48226-1279.
(6) Pageant Corporation is a Michigan corporation
with offices at 2000 2nd Avenue, Detroit,
Michigan 48226-1279.
(7) Otsego EOR, LLC is a Michigan company with
offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279.
h. Bridgewater Holdings, Inc. ("Bridgewater") is a
Michigan corporation with offices at 2000 2nd
Avenue, Detroit, Michigan 48226-1279. Bridgewater
holds a 33% limited partnership interest in
Bridgewater Place, a Grand Rapids, Michigan office
building. Currently, Bridgewater owns undeveloped
real property in western Michigan.
i. Combustion Concepts, Inc. ("Combustion Concepts")
is a Michigan corporation with offices at 2000 2nd
Avenue, Detroit, Michigan 48226-1279. Combustion
Concepts holds patents for the development of
pressurized combustion technologies that provide
increased fuel efficiency, heat uniformity and
compactness of equipment.
j. MCN Energy Holdings Inc. is a Michigan corporation
with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. MCN Energy Holdings Inc. primarily
consists of gas gathering and processing
investments.
k. MCNEE Shelf Corporation is a Michigan corporation
with offices at 2000 2nd Avenue, Detroit, Michigan
48226-1279. MCNEE Shelf Corporation is for future
use as a shell corporation.
5. MCN Michigan Limited Partnership ("MCN Michigan") is a Michigan
limited partnership with offices at 2000 2nd Avenue, Detroit,
Michigan 48226-1279. MCN is the 1% general partner in MCN
Michigan. MCN Michigan exists for the sole purpose of issuing its
limited partnership interests in the form of preferred securities
and investing the gross proceeds thereof in MCN debt securities.
The preferred securities were redeemed in February 2002.
6. MCN Financing I is a Delaware business trust with offices located
at 2000 2nd Avenue, Detroit, Michigan 48226-1279. MCN is the sole
owner of MCN Financing I. MCN Financing I exists for the sole
purpose of issuing preferred securities and investing the gross
proceeds thereof in MCN debt securities. The preferred securities
were redeemed in February 2002.
7. MCN Financing II is a Delaware business trust with offices
located at 2000 2nd Avenue, Detroit, Michigan 48226-1279. MCN is
the sole owner of MCN Financing II. MCN Financing II exists for
the sole purpose of issuing preferred securities and investing
the gross proceeds thereof in MCN debt securities. The preferred
securities were redeemed in January 2004.
16
8. MCN Financing III is a Delaware business trust with offices
located at 2000 2nd Avenue, Detroit, Michigan 48226-1279. MCN is
the sole owner of MCN Financing III. MCN Financing III exists for
the sole purpose of issuing preferred securities and investing
the gross proceeds thereof in MCN debt securities.
9. MCN Financing IV is a Delaware business trust with offices
located at 2000 2nd Avenue, Detroit, Michigan 48226-1279. MCN is
the sole owner of MCN Financing IV. MCN Financing IV exists for
the sole purpose of issuing preferred securities and investing
the gross proceeds thereof in MCN debt securities. MCN Financing
IV's certificate was cancelled on December 23, 2003.
10. MCN Financing V is a Delaware business trust with offices located
at 2000 2nd Avenue, Detroit, Michigan 48226-1279. MCN is the sole
owner of MCN Financing V. MCN Financing V exists for the sole
purpose of issuing preferred securities and investing the gross
proceeds thereof in MCN debt securities. MCN Financing V's
certificate was cancelled on December 23, 2003.
11. MCN Financing VI is a Delaware business trust with offices
located at 2000 2nd Avenue, Detroit, Michigan 48226-1279. MCN is
the sole owner of MCN Financing VI. MCN Financing VI exists for
the sole purpose of issuing preferred securities and investing
the gross proceeds thereof in MCN debt securities. MCN Financing
VI's certificate was cancelled on December 23, 2003.
12. DTE Ozark, Inc ("DTE Ozark") is a Michigan corporation with
offices at 2000 2nd Avenue, Detroit, Michigan 48226-1279. DTE
Ozark was formed to hold a limited partnership interest in
Southern Missouri Gas Company, L.P., a Missouri limited
partnership, organized as a public utility engaged in the
distribution and transmission of natural gas.
13. DTE Gas Resources, Inc. formerly DTE Exploration & Development,
Inc. ("DTE Exp") is a Michigan corporation with offices at 2000
2nd Avenue, Detroit, Michigan 48226-1279. DTE Exp holds the stock
in DTE Yates Center, Inc.
a. DTE Yates Center, Inc. ("DTE Yates") is a Michigan
corporation with offices at 2000 2nd Avenue, Detroit,
Michigan 48226-1279. DTE Yates is involved in coal-bed
methane activities.
(1) Patrick DTE Exploration, L.L.C. ("Patrick DTE") is a
Kansas company with offices at 515 South Kansas Avenue,
Topeka, Kansas 66603. Patrick DTE is involved in
coal-bed methane activities.
H. DTE Energy Trust I ("DTE I") is a Delaware statutory trust with
offices at 2000 2nd Avenue, Detroit, Michigan 48226-1279. DTE I
issued the 7.8% Trust Preferred Securities and trust common
securities, purchased DTE Energy debt securities, fully and
unconditionally guaranteed by DTE Energy Company.
I. DTE Energy Trust II ("DTE II") is a Delaware statutory trust with
offices at 2000 2nd Avenue, Detroit, Michigan 48226-1279. DTE II
may offer from time to time trust preferred securities.
J. DTE Energy Trust III ("DTE III") is a Delaware statutory trust
with offices at 2000 2nd Avenue, Detroit, Michigan 48226-1279.
DTE III may offer from time to time trust preferred securities.
K. DTE Services I, LLC ("DTE Serv") is a Michigan company with
offices at 2000 2nd Avenue, Detroit, Michigan 48226-1279. DTE
Serv is a single member L.L.C., which holds the lease for the jet
used for corporate travel. The lease is through Lear Investments
Company, L.L.C.
17
II. PUBLIC UTILITY PROPERTIES
A. The Detroit Edison Company owns generating properties and facilities that
are all located in the state of Michigan. Substantially all the net utility
properties of Detroit Edison are subject to the lien of its mortgage. Power
Generation plants owned and in service as of December 31, 2003 are as
follows:
LOCATION BY
MICHIGAN SUMMER NET YEAR
PLANT NAME COUNTY RATED CAPABILITY (1) (2) IN SERVICE
----------------------------- ----------- ------------------------ ----------------------
(MW) %
------ -----
Fossil-fueled Steam-Electric
Belle River (3) St. Clair 1,026 9.3% 1984 and 1985
Conners Creek Wayne 215 1.9 1999
Greenwood St. Clair 785 7.1 1979
Harbor Beach Huron 103 0.9 1968
Marysville St. Clair 84 0.8 1930, 1943 and 1947
Monroe (4) Monroe 3,045 27.6 1971, 1973 and 1974
River Rouge Wayne 510 4.6 1957 and 1958
St. Clair St. Clair 1,415 12.8 1953, 1954, 1959, 1961
and 1969
Trenton Channel Wayne 730 6.6 1949, 1968 and 1999
------ -----
7,913 71.6
Oil or Gas-fueled Peaking
Units Various 1,102 10.0 1966-1971, 1981 and
1999
Nuclear-fueled Steam-Electric
Fermi 2 (5) Monroe 1,111 10.1 1988
Hydroelectric Pumped Storage
Ludington (6) Mason 917 8.3 1973
------ -----
11,043 100.0%
====== =====
(1) Summer net rated capabilities of generating units in service are based
on periodic load tests and are changed depending on operating
experience, the physical condition of units, environmental control
limitations and customer requirements for steam, which otherwise would
be used for electric generation.
(2) Excludes one oil-fueled unit, St. Clair Unit No. 5 (250 MW), in cold
standby status.
(3) The Belle River capability represents Detroit Edison's entitlement to
81.39% of the capacity and energy of the plant.
(4) The Monroe Power Plant provided 38% of Detroit Edison's total 2003
power plant generation.
(5) Fermi 2 has a design electrical rating (net) of 1,150 MW.
(6) Represents Detroit Edison's 49% interest in Ludington with a total
capability of 1,872 MW.
Detroit Edison owns and operates within the state of Michigan 663
distribution substations with a capacity of approximately 31,079,000
kilovolt amperes (kVA) and approximately 407,000 line transformers
with a capacity of approximately 24,542,000 kVA amperes. Circuit miles
of distribution lines owned and in service as of December 31, 2003 are
as follows:
ELECTRIC DISTRIBUTION CIRCUIT MILES
----------------------- -----------------------
OPERATING VOLTAGE - kV OVERHEAD UNDERGROUND
----------------------- -------- -----------
4.8 kV to 13.2 kV...... 27,916 12,745
24 kV.................. 101 690
40 kV.................. 2,341 325
120 kV................. 77 13
-------- -----------
30,435 13,773
======== ===========
There are numerous interconnections that allow the interchange of
electricity between Detroit Edison and electricity providers external
to its service area. These interconnections are owned and operated by
the International Transmission Company (ITC), a business sold by DTE
Energy in February 2003, and connect to neighboring energy companies.
B. MichCon owns the following integrated distribution, transmission, and
storage properties and facilities, all of which properties are located in
the state of Michigan.
At December 31, 2003, MichCon's distribution system included
approximately 18,000 miles of distribution mains, approximately 1,148,000
service lines and approximately 1,279,000 active meters. MichCon owns 2,564
miles of transmission lines that deliver natural gas to the distribution
districts and interconnect its storage fields with the sources of supply
and the market areas. MichCon owns properties relating to four underground
natural gas storage fields with an aggregate working gas storage capacity
of approximately 124 Bcf. Substantially all of the net utility properties
of MichCon are subject to the lien of its mortgage.
C. Citizens owns the following properties, all of which are located in
Michigan.
At December 31, 2003, Citizens' distribution system included
approximately 440 miles of distribution mains, approximately 16 miles of
transmission lines, approximately 15,500 service lines, and approximately
17,000 active meters. Citizens owns all of its properties used in the
conduct of the utility business including a two-story office building and a
one-story service center.
D. Southern Missouri Gas Company (SMGC) owns the following properties, all of
which are located in Missouri.
At December 31, 2003, SMGC's distribution system included
approximately 330 miles of distribution mains, approximately 10,000 service
lines, and approximately 7,500 active meters. SMGC owns approximately 124
miles of transmission lines, which deliver natural gas to the various
cities it serves and metering stations. SMGC leases its office/service
center.
III. PUBLIC UTILITY DISTRIBUTION AND PURCHASE OF NATURAL GAS
A. During the year ended December 31, 2003, Detroit Edison distributed and
purchased the following wattage of electricity:
1. 43,671,787,163 Kilowatt Hours (Kwh) of electric energy was sold within
the state of Michigan.
2. No Kwh of electric energy was distributed at retail outside the state
of Michigan.
3. 1,301,966,000 Kwh of electric energy was sold at wholesale outside the
state of Michigan
4. 3,263,443,000 Kwh of electric energy was purchased outside the state
of Michigan:
B. During the year ended December 31, 2003, MichCon distributed and purchased
the following volumes of natural gas:
1. 177,063,862 thousand cubic feet (Mcf) of natural gas was distributed
at retail within the state of Michigan and 151,089,646 Mcf of natural
gas was distributed at retail under transportation contracts within
the state of Michigan.
19
2. No volumes of natural gas were distributed at retail outside the state
of Michigan.
3. No volumes of natural gas were distributed at wholesale outside the
state of Michigan.
4. 52,429,881 Mcf of natural gas was purchased from various suppliers in
the state of Louisiana; 33,190,166 Mcf of natural gas was purchased
from various suppliers in the state of Kansas; 3,559,296 Mcf of
natural gas was purchased from various suppliers in the state of
Illinois; and 28,563,842 Mcf of natural gas was purchased from various
suppliers in the state of Minnesota. These volumes were transported by
interstate pipeline suppliers to points of delivery within the state
of Michigan.
C. During the year ended December 31, 2003, Citizens distributed and purchased
the following volumes of natural gas:
1. 3,239,000 Mcf of natural gas was distributed at retail within the
state of Michigan, and 183,000 Mcf of natural gas was distributed at
retail under transportation contracts within the state of Michigan.
2. No volumes of natural gas were distributed at retail outside the state
of Michigan.
3. No volumes of natural gas were distributed at wholesale outside the
state of Michigan.
4. No volumes of natural gas were purchased outside the state of
Michigan.
D. During the year ended December 31, 2003, SMGC distributed and purchased the
following volumes of natural gas:
1. 834,000 Mcf of natural gas was distributed at retail within the state
of Missouri and 236,000 Mcf of natural gas was distributed at retail
under transportation contracts within the state of Missouri.
2. No volumes of natural gas were distributed at retail outside the state
of Missouri.
3. No volumes of natural gas were distributed at wholesale outside the
state of Missouri.
4. 846,000 Mcf of natural gas was purchased from suppliers outside the
state of Missouri. These volumes were transported by Southern Star
Pipeline Company to a point of delivery within the state of Missouri.
IV. INTEREST IN EXEMPT WHOLESALE GENERATORS AND FOREIGN UTILITY COMPANIES
EXEMPT WHOLESALE GENERATORS
A. DTE River Rouge No. 1, L.L.C. ("DTE River Rouge")
1. DTE River Rouge is a single member Michigan company established
January 3, 2000, located at 1 Belanger Park, River Rouge, Michigan
48218 with offices at 2000 2nd Avenue, Detroit, Michigan 48226-1279.
DTE River Rouge is an exempt wholesale generator ("EWG") owning a
230-megawatt natural gas fired electric generating unit.
2. DTE Generation, Inc. ("DTE Generation") is the single member of DTE
River Rouge. As the single member, DTE Generation has obligations to
fund DTE River Rouge through capital contributions. As shown on
Exhibit B, DTE Energy Resources, Inc. (100% owned by DTE Energy) owns
100% of DTE Generation's common stock.
3. The Company has issued guarantees in the amount of $3 million for the
benefit of DTE River Rouge.
4. Capitalization and losses of DTE River Rouge were $67,909,583 and
$5,245,836, respectively.
5. DTE River Rouge has contracts with Detroit Edison with 2003 fees of
$1,738,035 for general operation & maintenance and contracts with
MichCon with 2003 fees of $319,781 for gas transportation.
20
B. DTE Georgetown, LP ("DTE Georgetown")
1. DTE Georgetown is a Delaware company, formerly DTE Georgetown, L.L.C.,
a Delaware limited liability company, that was established September
8, 1999, with offices at 414 S. Main, Ann Arbor, Michigan 48104. DTE
Georgetown is an exempt wholesale generator ("EWG") owning a 240
megawatt natural gas fired electric generating unit.
2. DTE Georgetown Holdings, Inc. ("DTE Georgetown Holdings") owns a 1%
general partnership interest in DTE Georgetown and DTE Energy
Services, Inc. ("DTE ES") owns a 99% limited partnership interest in
DTE Georgetown. DTE Georgetown Holdings is wholly owned by DTE ES. DTE
ES is wholly owned by DTE Energy Resources, Inc. which is wholly owned
by DTE Energy Company. DTE Georgetown Holdings and DTE ES made no
capital contributions to DTE Georgetown in 2003.
3. DTE ES has no guarantees outstanding for the benefit of DTE
Georgetown.
4. Capitalization and earnings of DTE Georgetown for 2003 were
$37,181,895 and $19,107,325, respectively.
5. DTE Georgetown has a Management Services Agreement with DTE ES that
has no fees.
C. Metro Energy, L.L.C. ("Metro Energy")
1. Metro Energy is a Delaware company established in June 1999, with
offices at 414 S. Main Street, Ann Arbor, Michigan 48104. Metro Energy
is an exempt wholesale generator ("EWG") owning a 17 megawatt natural
gas fired electric generating unit.
2. MCN Power owns a 50% interest in Metro Energy. MCN Power is a wholly
owned subsidiary of MCN Energy Enterprises Inc., which is a wholly
owned subsidiary of DTE Enterprises, Inc., which is a wholly owned
subsidiary of DTE Energy Company. MCN Power has made capital
contributions in the amount of $3,618,136 to Metro Energy.
3. MCN Power has issued no guarantees for the benefit of Metro Energy.
4. Capitalization and earnings of Metro Energy for 2003 were $7,236,272
and $3,140,251, respectively.
5. Michigan Consolidated Gas has a natural gas transportation agreement
with Metro Energy.
D. Crete Energy Venture, L.L.C. ("CEV")
1. CEV is a Delaware company established in December 2000, with offices
at 414 S. Main Street, Ann Arbor, Michigan 48104. CEV is an exempt
wholesale generator ("EWG") owning a 315 megawatt gas-fired, simple
cycle electric generating peaking facility.
2. Power Energy Partners, L.L.C. ("PEP") owns a 50% membership interest
in CEV. PEP is a wholly owned subsidiary of DTE Energy Services ("DTE
ES"). DTE ES is wholly owned by DTE Energy Resources, Inc. which is
wholly owned by DTE Energy Company.
3. DTE ES and Power Energy Partners, L.L.C. have made capital
contributions in the amount of $38,709,178 to CEV.
4. DTE ES has issued no guarantees for the benefit of CEV.
5. Capitalization and losses of CEV for 2003 were $163,605,524 and
$132,012, respectively.
E. DTE East China, L.L.C. ("DTE East China")
1. DTE East China, formerly Woodward Energy, L.L.C., is a Michigan
company established November 28, 2000, with offices at 414 S. Main,
Ann Arbor, Michigan 48104. DTE East China is an exempt wholesale
generator ("EWG") owning a 320 MW gas-fired, simple cycle electric
generating peaking facility.
2. DTE East China is a wholly owned subsidiary of DTE Energy Services
("DTE ES"). DTE ES is wholly owned by DTE Energy Resources, Inc. which
is wholly owned by DTE Energy Company.
21
3. DTE ES has made capital contributions in the amount of $556,000 to DTE
East China.
4. DTE ES has issued no guarantees for the benefit of DTE East China.
5. Capitalization and losses of DTE East China for 2003 were $144,755,372
and $7,851,487, respectively.
FOREIGN UTILITY COMPANIES
F. BHOTE KOSHI POWER COMPANY PRIVATE LIMITED (BKPC)
1. BKPC is a 36 MW hydroelectric power project in the Sindhupalchok
District of Nepal, at KHA 1-960 Kalimati, Tahachal Kathmandu, Nepal.
2. Panda of Nepal owns 75% of the issued shares of Bhote Koshi Power
Company Private Limited. Panda Bhote Koshi, a Cayman Islands exempted
company, wholly owns Panda of Nepal. MCNIC Nepal Limited owns 100% of
the Class B Capital Stock of Panda Bhote Koshi (giving MCNIC Nepal a
85% ownership interest in Panda Bhote Koshi).
3. As of December 31, 2003, DTEE has a $8.1 million indirect equity
investment in BKPC.
4. Capitalization and earnings of BKPC is $77,873,000 and $2,591,000,
respectively.
5. There are no service, sales or construction contracts between BKPC and
DTEE or an affiliate of DTEE.
EXHIBITS
Exhibit A - Attached hereto as Exhibit A are the unaudited
Consolidating Statements of Operations for the year ended
December 31, 2003 and Consolidating Statements of Financial
Position as of December 31, 2003, and Consolidating
Statements of Retained Earnings for DTE Energy Company.
Exhibit B - Attached hereto as Exhibit B is an organizational chart
showing the relationship of each EWG and foreign utility
company to associate companies in the holding company
system.
22
SIGNATURES
DTE Energy Company has caused this statement to be duly executed on its
behalf by its authorized officer on this 1st day of March 2004.
DTE ENERGY Company
By: /s/ Daniel G. Brudzynski
Daniel G. Brudzynski
Chief Accounting Officer,
Vice President and Controller
CORPORATE SEAL:
Attest:
/s/ TERESA M. SEBASTIAN
-----------------------
Name, title, and address of officer to whom notices and correspondence
concerning this statement should be addressed:
Teresa M. Sebastian
Assistant General Counsel and Assistant Corporate Secretary
2000 2nd Avenue
Detroit, Michigan 48226
23
EXHIBIT A
DTE ENERGY COMPANY
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 2003
(IN THOUSANDS)
DTE DTE GAS DTE WOLVERINE
ENERGY RESOURCES, DETROIT ENERGY ENERGY
COMPANY INC. EDISON RESOURCES, INC. SERVICES, INC.
---------------------------------------------------------------------
ASSETS
CURRENT ASSETS
Cash and cash equivalents 16,902 - 6,413 21,980 1,419
Restricted cash - - 81,742 47,372 -
Accounts receivable
Customer (less allowance for doubtful accounts) - - 291,199 218,976 17,386
Accrued unbilled revenues - - 195,715 - -
Other 915,614 176,814 195,919 12,509
Inventories
Fuel and gas - - 107,839 42,966 -
Materials and supplies - - 123,543 3,077 14,588
Assets from risk management and trading activities 135 - - 73,154 -
Other 106,237 21,892 16,345 1,043
---------------------------------------------------------------------
1,038,888 1,005,157 619,789 46,945
---------------------------------------------------------------------
INVESTMENTS
Nuclear decommissioning trust funds - - 517,693 - -
Other 6,627,191 - 53,567 150,695 -
---------------------------------------------------------------------
6,627,191 - 571,260 150,695 -
---------------------------------------------------------------------
PROPERTY
Property, plant and equipment - 677 12,670,763 1,233,620 9,145
Less accumulated depreciation, depletion and amortization - - (5,338,634) (331,731) (5,668)
---------------------------------------------------------------------
- 677 7,332,129 901,889 3,477
---------------------------------------------------------------------
OTHER ASSETS
Goodwill - - - 30,603 12,879
Regulatory assets - - 1,999,771 - -
Securitized regulatory assets - - 1,527,243 - -
Notes receivable (3,075) - - 347,347 -
Assets from risk management and trading activities - - - 21,725 -
Prepaid pension assets - - - - -
Other 32,095 - 112,997 (134) 1,762
---------------------------------------------------------------------
29,020 3,640,011 399,541 14,641
---------------------------------------------------------------------
TOTAL ASSETS 7,695,099 677 12,548,557 2,071,914 65,063
=====================================================================
DTE SYNDECO DTE ELIMINATIONS DTE ENERGY
ENERGY REALTY ENTERPRISES, & COMPANY
VENTURES, INC. CORPORATION INC. RECLASSES CONSOLIDATED
-----------------------------------------------------------------------
ASSETS
CURRENT ASSETS
Cash and cash equivalents 1,649 1,072 4,775 - 54,210
Restricted cash - - 1,522 - 130,636
Accounts receivable
Customer (less allowance for doubtful accounts) 134 146 348,549 500 876,890
Accrued unbilled revenues - - 120,424 - 316,139
Other 4,636 220 354,232 (1,322,040) 337,904
Inventories
Fuel and gas - - 316,005 - 466,810
Materials and supplies - - 20,894 - 162,102
Assets from risk management and trading activities - - 116,303 (3,516) 186,076
Other - - 121,766 (86,358) 180,925
-----------------------------------------------------------------------
6,419 1,438 1,404,470 (1,411,414) 2,711,692
-----------------------------------------------------------------------
INVESTMENTS
Nuclear decommissioning trust funds - - - - 517,693
Other 129,840 1,335 481,904 (6,843,191) 601,341
-----------------------------------------------------------------------
129,840 1,335 481,904 (6,843,191) 1,119,034
-----------------------------------------------------------------------
PROPERTY
Property, plant and equipment 650 47,180 3,723,998 (6,761) 17,679,272
Less accumulated depreciation, depletion and amortization (81) (2,206) (1,676,981) - (7,355,301)
-----------------------------------------------------------------------
569 44,974 2,047,017 (6,761) 10,323,971
-----------------------------------------------------------------------
OTHER ASSETS
Goodwill - 546 2,044,804 (21,000) 2,067,832
Regulatory assets - - 63,184 - 2,062,955
Securitized regulatory assets - - - - 1,527,243
Notes receivable - - 125,034 - 469,306
Assets from risk management and trading activities - - 67,834 (1,767) 87,792
Prepaid pension assets - - 180,918 - 180,918
Other 121 7 33,143 22,313 202,304
-----------------------------------------------------------------------
121 553 2,514,917 (454) 6,598,350
-----------------------------------------------------------------------
TOTAL ASSETS 136,949 48,300 6,448,308 (8,261,820) 20,753,047
=======================================================================
DTE ENERGY COMPANY
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 2003
(IN THOUSANDS)
DTE DTE GAS DTE WOLVERINE
ENERGY RESOURCES, DETROIT ENERGY ENERGY
COMPANY INC. EDISON RESOURCES, INC. SERVICES, INC.
-------------------------------------------------------------------
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable 84,371 197 211,168 298,394 6,717
Accrued interest 19,060 - 75,834 4 -
Dividends payable 86,965 - 73,858 - -
Accrued payroll - - 27,367 12,727 1,276
Income taxes 98,517 (1,188) - 120,833 (11,963)
Short-term borrowings 181,001 - 100,000 348,449 23,268
Current portion of long-term debt, including capital leases 250,000 - 144,227 19,321 -
Liabilities from risk management and trading activities - - 895 54,493 -
Other 9,541 - 342,403 35,778 4,190
-------------------------------------------------------------------
729,455 (991) 975,752 889,999 23,488
-------------------------------------------------------------------
OTHER LIABILITIES
Deferred income taxes (333,141) 66 1,782,951 (183,950) (1,722)
Regulatory liabilities - - 254,133 - -
Asset retirement obligations - - 818,815 24,619 -
Unamortized investment tax credit - - 135,287 - -
Liabilities from risk management and trading activities - - - 16,611 -
Liabilities from transportation and storage contracts - - - - -
Accrued pension liability - - 321,511 - -
Deferred gains from asset sales - - - 310,557 -
Minority interest - - - 156,285 -
Nuclear decommissioning - - 66,656 - -
Other - - 583,073 (1,600) -
-------------------------------------------------------------------
(333,141) 66 3,962,426 322,522 (1,722)
-------------------------------------------------------------------
LONG-TERM DEBT
Mortgage bonds, notes and other 1,694,708 - 3,076,413 59,091 -
Trust Preferred-linked securities 185,907 - - - -
Securitization bonds - - 1,496,221 - -
Equity-linked debt securities 184,524 - - - -
Capital lease obligations - - 75,047 - -
-------------------------------------------------------------------
2,065,139 - 4,647,681 59,091 -
-------------------------------------------------------------------
SHAREHOLDER'S EQUITY
Common stock, without par value 3,026,779 3,651 2,275,535 430,406 109,835
Retained earnings 2,337,626 (2,049) 686,087 369,891 (66,527)
Accumulated other comprehensive income (loss) (130,759) - 1,076 5 (11)
-------------------------------------------------------------------
5,233,646 1,602 2,962,698 800,302 43,297
-------------------------------------------------------------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 7,695,099 677 12,548,557 2,071,914 65,063
===================================================================
DTE SYNDECO DTE ELIMINATIONS DTE ENERGY
ENERGY REALTY ENTERPRISES, & COMPANY
VENTURES CORPORATION INC. RECLASSES CONSOLIDATED
--------------------------------------------------------------------
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable 324 673 344,333 (320,678) 625,499
Accrued interest - 63 15,437 - 110,398
Dividends payable - - 12,500 (86,358) 86,965
Accrued payroll - - 9,710 - 51,080
Income taxes (841) (2,295) (12,138) (6,190) 184,735
Short-term borrowings - 4,047 703,155 (989,726) 370,194
Current portion of long-term debt, including capital leases - 363 62,983 - 476,894
Liabilities from risk management and trading activities - - 273,294 (3,016) 325,666
Other - 557 255,337 - 647,806
--------------------------------------------------------------------
(517) 3,408 1,664,611 (1,405,968) 2,879,237
--------------------------------------------------------------------
OTHER LIABILITIES
Deferred income taxes 24,569 340 (299,478) (1,212) 988,423
Regulatory liabilities - - 562,774 - 816,907
Asset retirement obligations - - 22,271 - 865,705
Unamortized investment tax credit - - 20,391 - 155,678
Liabilities from risk management and trading activities - - 157,706 (1,766) 172,551
Liabilities from transportation and storage contracts - - 494,427 1,000 495,427
Accrued pension liability - - 23,006 - 344,517
Deferred gains from asset sales - - - 500 311,057
Minority interest - - - - 156,285
Nuclear decommissioning - - - - 66,656
Other - 462 182,751 (220,380) 544,306
--------------------------------------------------------------------
24,569 802 1,163,848 (221,858) 4,917,512
--------------------------------------------------------------------
LONG-TERM DEBT
Mortgage bonds, notes and other - 19,864 773,845 - 5,623,921
Trust Preferred-linked securities 185,907 - 103,093 - 289,000
Securitization bonds - - - - 1,496,221
Equity-linked debt securities - - - - 184,524
Capital lease obligations - - 615 - 75,662
--------------------------------------------------------------------
- 19,864 877,553 - 7,669,328
--------------------------------------------------------------------
SHAREHOLDER'S EQUITY
Common stock, without par value 70,510 18,808 3,174,454 (6,000,715) 3,109,263
Retained earnings (9,665) 5,418 (189,838) (823,162) 2,307,781
Accumulated other comprehensive income (loss) 52,052 - (242,320) 189,883 (130,074)
--------------------------------------------------------------------
112,897 24,226 2,742,296 (6,633,994) 5,286,970
--------------------------------------------------------------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 136,949 48,300 6,448,308 (8,261,820) 20,753,047
====================================================================
24
DTE ENERGY COMPANY
CONSOLIDATING STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 2003
(IN THOUSANDS)
DTE DTE GAS International
Energy Resources, Detroit Transmission
Company Inc. Edison Company
------- ---------- ------- -------------
OPERATING REVENUES - - 3,694,881 -
---------- ---------- ---------- ----------
OPERATING EXPENSES
Fuel, purchased power and gas - - 938,935 -
Operation and maintenance (137,289) 3,109 1,352,249 -
Depreciation, depletion and amortization - - 472,582 -
Taxes other than income (4,279) - 257,164 -
---------- ---------- ---------- ----------
Total Operating Expenses (141,568) 3,109 3,020,930 -
---------- ---------- ---------- ----------
OPERATING INCOME 141,568 (3,109) 673,951 -
---------- ---------- ---------- ----------
OTHER INCOME AND DEDUCTIONS
Interest expense 184,619 39 284,007 -
Interest income (44,733) - (7,299) -
Minority interest - - - -
Other income (452,031) - (93,148) -
Other expenses 15,000 - 93,272 -
---------- ---------- ---------- ----------
Total Other Income and Deductions (297,145) 39 276,832 -
---------- ---------- ---------- ----------
INCOME BEFORE INCOME TAXES 438,713 (3,148) 397,119 -
INCOME TAX PROVISION (BENEFIT) (18,586) (1,114) 144,932 -
---------- ---------- ---------- ----------
INCOME FROM CONTINUING OPERATIONS 457,299 (2,034) 252,187 -
INCOME FROM DISCONTINUED OPERATIONS OF ITC,
NET OF TAX 63,523 - - 4,500
CUMULATIVE EFFECT OF ACCOUNTING CHANGE - - (5,829) -
---------- ---------- ---------- ----------
NET INCOME 520,822 (2,034) 246,358 4,500
========== ========== ========== ==========
DTE Wolverine DTE Syndeco
Energy Energy Energy Realty
Resources, Inc. Services, Inc. Ventures, Inc. Corporation
--------------- -------------- -------------- -----------
OPERATING REVENUES 1,299,235 39,274 58 12,831
---------- ---------- ---------- ----------
OPERATING EXPENSES
Fuel, purchased power and gas (3,458) - - -
Operation and maintenance 1,302,189 59,998 946 11,904
Depreciation, depletion and amortization 92,329 1,681 26 1,014
Taxes other than income 18,536 - 60 758
---------- ---------- ---------- ----------
Total Operating Expenses 1,409,596 61,679 1,032 13,676
---------- ---------- ---------- ----------
OPERATING INCOME (110,361) (22,405) (974) (845)
---------- ---------- ---------- ----------
OTHER INCOME AND DEDUCTIONS
Interest expense 23,040 473 - 2,023
Interest income (16,614) (31) (6) (307)
Minority interest (91,000) - - -
Other income (2,901) - 12,839 -
Other expenses (280) - - -
---------- ---------- ---------- ----------
Total Other Income and Deductions (87,755) 442 12,833 1,716
---------- ---------- ---------- ----------
INCOME BEFORE INCOME TAXES (22,606) (22,847) (13,807) (2,561)
INCOME TAX PROVISION (BENEFIT) (252,227) (8,017) (4,899) (886)
---------- ---------- ---------- ----------
INCOME FROM CONTINUING OPERATIONS 229,621 (14,830) (8,908) (1,675)
INCOME FROM DISCONTINUED OPERATIONS OF ITC,
NET OF TAX - - - -
CUMULATIVE EFFECT OF ACCOUNTING CHANGE (6,339) - - -
---------- ---------- ---------- ----------
NET INCOME 223,282 (14,830) (8,908) (1,675)
========== ========== ========== ==========
DTE Eliminations DTE Energy
Enterprises, & Company
Inc. Reclasses Consolidated
------------ ------------ ------------
OPERATING REVENUES 2,177,049 (182,406) 7,040,922
---------- ---------- ----------
OPERATING EXPENSES
Fuel, purchased power and gas 1,470,578 (165,141) 2,240,914
Operation and maintenance 455,443 (16,766) 3,031,783
Depreciation, depletion and amortization 119,364 - 686,996
Taxes other than income 62,035 - 334,274
---------- ---------- ----------
Total Operating Expenses 2,107,420 (181,907) 6,293,967
---------- ---------- ----------
OPERATING INCOME 69,629 (499) 746,955
---------- ---------- ----------
OTHER INCOME AND DEDUCTIONS
Interest expense 97,994 (45,896) 546,299
Interest income (13,983) 45,885 (37,088)
Minority interest - - (91,000)
Other income (54,496) 451,601 (138,136)
Other expenses 1,776 - 109,768
---------- ---------- ----------
Total Other Income and Deductions 31,291 451,590 389,843
---------- ---------- ----------
INCOME BEFORE INCOME TAXES 38,338 (452,089) 357,112
INCOME TAX PROVISION (BENEFIT) 17,885 - (122,912)
---------- ---------- ----------
INCOME FROM CONTINUING OPERATIONS 20,453 (452,089) 480,024
INCOME FROM DISCONTINUED OPERATIONS OF ITC,
NET OF TAX - - 68,023
CUMULATIVE EFFECT OF ACCOUNTING CHANGE (15,534) 477 (27,225)
---------- ---------- ----------
NET INCOME 4,919 (451,612) 520,822
========== ========== ==========
DTE ENERGY COMPANY
CONSOLIDATING STATEMENT OF RETAINED EARNINGS
DECEMBER 31, 2003
(IN THOUSANDS)
DTE DTE DTE GAS INTERNATIONAL
ENERGY ENERGY RESOURCES, DETROIT TRANSMISSION
COMPANY TRUST I INC. EDISON COMPANY
---------- ---------- ---------- ---------- -------------
Retained earnings (deficit) at December 31, 2002 2,162,182 (192) - 735,129 55,962
Net income (loss) 520,822 - (2,034) 246,358 4,500
Other (345,378) 192 (15) (295,400) (60,462)
---------- ---------- ---------- ---------- ----------
Retained earnings (deficit) at December 31, 2003 2,337,626 - (2,049) 686,087 -
========== ========== ========== ========== ==========
DTE WOLVERINE DTE SYNDECO
ENERGY ENERGY ENERGY REALTY
RESOURCES, INC. SERVICES, INC. VENTURES, INC. CORPORATION
--------------- -------------- -------------- -----------
Retained earnings (deficit) at December 31, 2002 444,215 (51,613) (5,646) 7,094
Net income (loss) 223,282 (14,830) (8,908) (1,675)
Other (297,606) (84) 4,889 (1)
---------- ---------- ---------- ----------
Retained earnings (deficit) at December 31, 2003 369,891 (66,527) (9,665) 5,418
========== ========== ========== ==========
DTE ELIMINATIONS DTE ENERGY
ENTERPRISES, & COMPANY
INC. RECLASSES CONSOLIDATED
------------ ------------ ------------
Retained earnings (deficit) at December 31, 2002 (130,691) (1,084,804) 2,131,636
Net income (loss) 4,919 (451,612) 520,822
Other (64,066) 713,254 (344,677)
---------- ---------- ----------
Retained earnings (deficit) at December 31, 2003 (189,838) (823,162) 2,307,781
========== ========== ==========
EXHIBIT B
An organizational chart showing the relationship of each EWG and foreign utility
company to associate companies in the holding company system.
An organizational chart of DTE River Rouge No. 1, L.L.C.
DTE ENERGY COMPANY
DTE ENERGY RESOURCES, INC.
DTE GENERATION, INC.
DTE RIVER ROUGE NO. 1, L.L.C.
An organizational chart of DTE Georgetown, L.P.
DTE ENERGY COMPANY
DTE ENERGY RESOURCES, INC.
DTE ENERGY SERVICES, INC.
DTE GEORGETOWN HOLDINGS, INC.
DTE GEORGETOWN, L.P.
An organizational chart of Metro Energy, L.L.C.
DTE ENERGY COMPANY
DTE ENTERPRISES, INC.
MCN ENERGY ENTERPRISES INC.
MCN POWER COMPANY
METRO ENERGY, L.L.C.
An organizational chart of Crete Energy Venture, LLC
DTE ENERGY COMPANY
DTE ENERGY RESOURCES, INC.
DTE ENERGY SERVICES, INC.
POWER ENERGY PARTNERS, LLC
CRETE ENERGY VENTURE, LLC
An organizational chart of DTE East China, L.L.C.
DTE ENERGY COMPANY
DTE ENERGY RESOURCES, INC.
25
DTE ENERGY SERVICES, INC.
DTE EAST CHINA, LLC
An organizational chart of Bhote Koshi Power Company Private Limited.
DTE ENERGY COMPANY
DTE ENTERPRISES, INC.
MCN ENERGY ENTERPRISES INC.
MCN INTERNATIONAL CORPORATION
MCNIC NEPAL LIMITED OF GRAND CAYMAN
PANDA BHOTE KOSHI
PANDA OF NEPAL
BHOTE KOSHI POWER COMPANY PRIVATE LIMITED
26