INDENTURE

PAGE

3

3

3

3

4

10

10

10

11

11

11

11

14

14

14

15

19

20

20

20

25

26

26

26

27

27

27

27

27

28

29

30

31

32

SUPPLEMENTAL INDENTURE, dated as of the 1st day of May, in the year 2008, between THE DETROIT EDISON COMPANY, a corporation organized and existing under the laws of the State of Michigan and a public utility (hereinafter called the “Company”), party of the first part, and J.P. Morgan Trust Company, National Association, a trust company organized and existing under the laws of the United States, having a corporate trust agency office at 719 Griswold Street, Suite 930, Detroit, Michigan 48226, as successor Trustee under the Mortgage and Deed of Trust hereinafter mentioned (hereinafter called the “Trustee”), party of the second part.

WHEREAS, the Company has heretofore executed and delivered its Mortgage and Deed of Trust (hereinafter referred to as the “Original Indenture”), dated as of October 1, 1924, to the Trustee, for the security of all bonds of the Company outstanding thereunder, and pursuant to the terms and provisions of the Original Indenture, indentures dated as of, respectively, June 1, 1925, August 1, 1927, February 1, 1931, June 1, 1931, October 1, 1932, September 25, 1935, September 1, 1936, November 1, 1936, February 1, 1940, December 1, 1940, September 1, 1947, March 1, 1950, November 15, 1951, January 15, 1953, May 1, 1953, March 15, 1954, May 15, 1955, August 15, 1957, June 1, 1959, December 1, 1966, October 1, 1968, December 1, 1969, July 1, 1970, December 15, 1970, June 15, 1971, November 15, 1971, January 15, 1973, May 1, 1974, October 1, 1974, January 15, 1975, November 1, 1975, December 15, 1975, February 1, 1976, June 15, 1976, July 15, 1976, February 15, 1977, March 1, 1977, June 15, 1977, July 1, 1977, October 1, 1977, June 1, 1978, October 15, 1978, March 15, 1979, July 1, 1979, September 1, 1979, September 15, 1979, January 1, 1980, April 1, 1980, August 15, 1980, August 1, 1981, November 1, 1981, June 30, 1982, August 15, 1982, June 1, 1983, October 1, 1984, May 1, 1985, May 15, 1985, October 15, 1985, April 1, 1986, August 15, 1986, November 30, 1986, January 31, 1987, April 1, 1987, August 15, 1987, November 30, 1987, June 15, 1989, July 15, 1989, December 1, 1989, February 15, 1990, November 1, 1990, April 1, 1991, May 1, 1991, May 15, 1991, September 1, 1991, November 1, 1991, January 15, 1992, February 29, 1992, April 15, 1992, July 15, 1992, July 31, 1992, November 30, 1992, December 15, 1992, January 1, 1993, March 1, 1993, March 15, 1993, April 1, 1993, April 26, 1993, May 31, 1993, June 30, 1993, June 30, 1993, September 15, 1993, March 1, 1994, June 15, 1994, August 15, 1994, December 1, 1994, August 1, 1995, August 1, 1999, August 15, 1999, January 1, 2000, April 15, 2000, August 1, 2000, March 15, 2001, May 1, 2001, August 15, 2001, September 15, 2001, September 17, 2002, October 15, 2002, December 1, 2002, August 1, 2003, March 15, 2004, July 1, 2004, February 1, 2005, April 1, 2005, August 1, 2005, September 15, 2005, September 30, 2005, May 15, 2006, December 1, 2006, December 1, 2007, and April 1, 2008 supplemental to the Original Indenture, have heretofore been entered into between the Company and the Trustee (the Original Indenture and all indentures supplemental thereto together being hereinafter sometimes referred to as the “Indenture”); and

WHEREAS, the Indenture provides that said bonds shall be issuable in one or more series, and makes provision that the rates of interest and dates for the payment thereof, the date of maturity or dates of maturity, if of serial maturity, the terms and rates of optional redemption (if redeemable), the forms of registered bonds without coupons of any series and any other provisions and

agreements in respect thereof, in the Indenture provided and permitted, as the Board of Directors may determine, may be expressed in a supplemental indenture to be made by the Company to the Trustee thereunder; and

WHEREAS, bonds in the principal amount of Twelve billion five hundred twenty nine million eight hundred two thousand dollars ($12,529,802,000) have heretofore been issued under the Indenture as follows, viz:

Bonds of Series A

— Principal Amount $26,016,000,

Bonds of Series B

— Principal Amount $23,000,000,

Bonds of Series C

— Principal Amount $20,000,000,

Bonds of Series D

— Principal Amount $50,000,000,

Bonds of Series E

— Principal Amount $15,000,000,

Bonds of Series F

— Principal Amount $49,000,000,

Bonds of Series G

— Principal Amount $35,000,000,

Bonds of Series H

— Principal Amount $50,000,000,

Bonds of Series I

— Principal Amount $60,000,000,

Bonds of Series J

— Principal Amount $35,000,000,

Bonds of Series K

— Principal Amount $40,000,000,

Bonds of Series L

— Principal Amount $24,000,000,

Bonds of Series M

— Principal Amount $40,000,000,

Bonds of Series N

— Principal Amount $40,000,000,

Bonds of Series O

— Principal Amount $60,000,000,

Bonds of Series P

— Principal Amount $70,000,000,

Bonds of Series Q

— Principal Amount $40,000,000,

Bonds of Series W

— Principal Amount $50,000,000,

Bonds of Series AA

— Principal Amount $100,000,000,

Bonds of Series BB

— Principal Amount $50,000,000,

Bonds of Series CC

— Principal Amount $50,000,000,

Bonds of Series UU

— Principal Amount $100,000,000,

Bonds of Series DDP Nos. 1-9

— Principal Amount $14,305,000,

Bonds of Series FFR Nos. 1-14

— Principal Amount $45,600,000,

Bonds of Series GGP Nos. 1-22

— Principal Amount $42,300,000,

Bonds of Series HH

— Principal Amount $50,000,000,

Bonds of Series IIP Nos. 1-22

— Principal Amount $3,750,000,

Bonds of Series JJP Nos. 1-8

— Principal Amount $6,850,000,

Bonds of Series KKP Nos. 1-9

— Principal Amount $34,890,000,

Bonds of Series LLP Nos. 1-15

— Principal Amount $8,850,000,

Bonds of Series NNP Nos. 1-21

— Principal Amount $47,950,000,

Bonds of Series OOP Nos. 1-18

— Principal Amount $18,880,000,

Bonds of Series QQP Nos. 1-19

— Principal Amount $13,650,000,

Bonds of Series TTP Nos. 1-15

— Principal Amount $3,800,000,

Bonds of 1980 Series A

— Principal Amount $50,000,000,

Bonds of 1980 Series CP Nos. 1-25

— Principal Amount $35,000,000,

Bonds of 1980 Series DP Nos. 1-11

— Principal Amount $10,750,000,

Bonds of 1981 Series AP Nos. 1-16

— Principal Amount $124,000,000,

Bonds of 1985 Series A

— Principal Amount $35,000,000,

Bonds of 1985 Series B

— Principal Amount $50,000,000,

Bonds of Series PP

— Principal Amount $70,000,000,

Bonds of Series RR

— Principal Amount $70,000,000,

Bonds of Series EE

— Principal Amount $50,000,000,

Bonds of Series MMP and MMP No. 2

— Principal Amount $5,430,000,

Bonds of Series T

— Principal Amount $75,000,000,

Bonds of Series U

— Principal Amount $75,000,000,

Bonds of 1986 Series B

— Principal Amount $100,000,000,

Bonds of 1987 Series D

— Principal Amount $250,000,000,

Bonds of 1987 Series E

— Principal Amount $150,000,000,

Bonds of 1987 Series C

— Principal Amount $225,000,000,

Bonds of Series V

— Principal Amount $100,000,000,

Bonds of Series SS

— Principal Amount $150,000,000,

Bonds of 1980 Series B

— Principal Amount $100,000,000,

Bonds of 1986 Series C

— Principal Amount $200,000,000,

Bonds of 1986 Series A

— Principal Amount $200,000,000,

Bonds of 1987 Series B

— Principal Amount $175,000,000,

Bonds of Series X

— Principal Amount $100,000,000,

Bonds of 1987 Series F

— Principal Amount $200,000,000,

Bonds of 1987 Series A

— Principal Amount $300,000,000,

Bonds of Series Y

— Principal Amount $60,000,000,

Bonds of Series Z

— Principal Amount $100,000,000,

Bonds of 1989 Series A

— Principal Amount $300,000,000,

Bonds of 1984 Series AP

— Principal Amount $2,400,000,

Bonds of 1984 Series BP

— Principal Amount $7,750,000,

Bonds of Series R

— Principal Amount $100,000,000,

Bonds of Series S

— Principal Amount $150,000,000,

Bonds of 1993 Series D

— Principal Amount $100,000,000,

Bonds of 1992 Series E

— Principal Amount $50,000,000,

Bonds of 1993 Series B

— Principal Amount $50,000,000,

Bonds of 1989 Series BP

— Principal Amount $66,565,000,

Bonds of 1990 Series A

— Principal Amount $194,649,000,

Bonds of 1990 Series D

— Principal Amount $0,

Bonds of 1993 Series G

— Principal Amount $225,000,000,

Bonds of 1993 Series K

— Principal Amount $160,000,000,

Bonds of 1991 Series EP

— Principal Amount $41,480,000,

Bonds of 1993 Series H

— Principal Amount $50,000,000,

Bonds of 1999 Series D

— Principal Amount $40,000,000,

Bonds of 1991 Series FP

— Principal Amount $98,375,000,

Bonds of 1992 Series BP

— Principal Amount $20,975,000,

Bonds of 1992 Series D

— Principal Amount $300,000,000,

Bonds of 1992 Series CP

— Principal Amount $35,000,000,

Bonds of 1993 Series C

— Principal Amount $225,000,000,

Bonds of 1993 Series E

— Principal Amount $400,000,000,

Bonds of 1993 Series J

— Principal Amount $300,000,000,

Bonds of Series KKP Nos. 10-15

— Principal Amount $179,590,000,

Bonds of 1989 Series BP No. 2

— Principal Amount $36,000,000,

Bonds of 1993 Series FP

— Principal Amount $5,685,000,

Bonds of 1993 Series IP

— Principal Amount $5,825,000,

Bonds of 1994 Series AP

— Principal Amount $7,535,000,

Bonds of 1994 Series BP

— Principal Amount $12,935,000,

Bonds of 1994 Series DP

— Principal Amount $23,700,000,

Bonds of 1994 Series C

— Principal Amount $200,000,000,

Bonds of 2000 Series A

— Principal Amount $220,000,000,

Bonds of 2005 Series A

— Principal Amount $200,000,000,

Bonds of 1995 Series AP

— Principal Amount $97,000,000,

Bonds of 1995 Series BP

— Principal Amount $22,175,000,

Bonds of 2001 Series D

— Principal Amount $200,000,000,

Bonds of 2005 Series B

— Principal Amount $200,000,000, and

Bonds of 2006 Series CT

— Principal Amount $68,500,000;

all of which have either been retired and cancelled, or no longer represent obligations of the Company, having matured or having been called for

redemption and funds necessary to effect the payment, redemption and retirement thereof having been deposited with the Trustee as a special trust fund to be applied for such purpose;

Bonds of 1990 Series B in the principal amount of Two hundred fifty-six million nine hundred thirty-two thousand dollars ($256,932,000) of which One hundred eighty million eight hundred four thousand dollars ($180,804,000) principal amount have heretofore been retired and Seventy-six million one hundred twenty-eight thousand dollars ($76,128,000) principal amount are outstanding at the date hereof;

Bonds of 1990 Series C in the principal amount of Eighty-five million four hundred seventy-five thousand dollars ($85,475,000) of which Sixty-four million nine hundred sixty-one thousand dollars ($64,961,000) principal amount have heretofore been retired and Twenty million five hundred fourteen thousand dollars ($20,514,000) principal amount are outstanding at the date hereof;

INTENTIONALLY RESERVED FOR 1990 SERIES E;

INTENTIONALLY RESERVED FOR 1990 SERIES F;

Bonds of 1991 Series AP in the principal amount of Thirty-two million three hundred seventy-five thousand dollars ($32,375,000), all of which are outstanding at the date hereof;

Bonds of 1991 Series BP in the principal amount of Twenty-five million nine hundred ten thousand dollars ($25,910,000), all of which are outstanding at the date hereof;

Bonds of 1991 Series CP in the principal amount of Thirty-two million eight hundred thousand dollars ($32,800,000), all of which are outstanding at the date hereof;

Bonds of 1991 Series DP in the principal amount of Thirty-seven million six hundred thousand dollars ($37,600,000), all of which are outstanding at the date hereof;

Bonds of 1992 Series AP in the principal amount of Sixty-six million dollars ($66,000,000), all of which are outstanding at the date hereof;

Bonds of 1993 Series AP in the principal amount of Sixty-five million dollars ($65,000,000), all of which are outstanding at the date hereof;

Bonds of 1999 Series AP in the principal amount of One hundred eighteen million three hundred sixty thousand dollars ($118,360,000), all of which are outstanding at the date hereof;

Bonds of 1999 Series BP in the principal amount of Thirty-nine million seven hundred forty-five thousand dollars ($39,745,000), all of which are outstanding of the date hereof;

Bonds of 1999 Series CP in the principal amount of Sixty-six million five

hundred sixty-five thousand dollars ($66,565,000), all of which are outstanding at the date hereof;

Bonds of 2000 Series B in the principal amount of Fifty million seven hundred forty-five thousand dollars ($50,745,000), all of which are outstanding at the date hereof;

Bonds of 2001 Series AP in the principal amount of Thirty-one million ($31,000,000), all of which are outstanding at the date hereof;

Bonds of 2001 Series BP in the principal amount of Eighty-two million three hundred fifty thousand ($82,350,000), all of which are outstanding at the date hereof;

Bonds of 2001 Series CP in the principal amount of One hundred thirty-nine million eight hundred fifty-five thousand dollars ($139,855,000), all of which are outstanding at the date hereof;

Bonds of 2001 Series E in the principal amount of Five hundred million dollars ($500,000,000), all of which are outstanding at the date hereof;

Bonds of 2002 Series A in the principal amount of Two hundred twenty-five million dollars ($225,000,000), all of which are outstanding at the date hereof;

Bonds of 2002 Series B in the principal amount of Two hundred twenty-five million dollars ($225,000,000), all of which are outstanding at the date hereof;

Bonds of 2002 Series C in the principal amount of Sixty-four million three hundred thousand dollars ($64,300,000), all of which are outstanding at the date hereof;

Bonds of 2002 Series D in the principal amount of Fifty-five million nine hundred seventy-five thousand dollars ($55,975,000), all of which are outstanding at the date hereof;

Bonds of 2003 Series A in the principal amount of Forty-nine million dollars ($49,000,000), all of which are outstanding at the date hereof;

Bonds of 2004 Series A in the principal amount of Thirty-six million dollars ($36,000,000), all of which are outstanding at the date hereof;

Bonds of 2004 Series B in the principal amount of Thirty-one million nine hundred eighty thousand dollars ($31,980,000), all of which are outstanding at the date hereof;

Bonds of 2004 Series D in the principal amount of Two hundred million dollars ($200,000,000), all of which are outstanding at the date hereof;

Bonds of 2005 Series AR in the principal amount of Two hundred million dollars ($200,000,000), all of which are outstanding at the date hereof;

Bonds of 2005 Series BR in the principal amount of Two hundred million dollars ($200,000,000), all of which are outstanding at the date hereof;

Bonds of 2005 Series DT in the principal amount of One hundred nineteen million one hundred seventy-five thousand dollars ($119,175,000), all of which are outstanding at the date hereof;

Bonds of 2005 Series C in the principal amount of One hundred million dollars ($100,000,000), all of which are outstanding at the date hereof;

Bonds of 2005 Series E in the principal amount of Two hundred fifty million dollars ($250,000,000), all of which are outstanding at the date hereof;

Bonds of 2006 Series A in the principal amount of Two hundred fifty million dollars ($250,000,000), all of which are outstanding at the date hereof;

Bonds of 2007 Series A in the principal amount of Fifty million dollars ($50,000,000), all of which are outstanding at the date hereof; and

Bonds of 2008 Series DT in the principal amount of Sixty-eight million five hundred thousand dollars ($68,500,000), all of which are outstanding at the date hereof;

accordingly, the Company has issued and has presently outstanding Three billion five hundred nine million eight hundred seventy-seven thousand dollars ($3,509,877,000) aggregate principal amount of its General and Refunding Mortgage Bonds (the “Bonds”) at the date hereof.

WHEREAS, the Company intends to issue a series of Notes under the Note Indenture herein referred to, and, pursuant to the Note Indenture, in order to secure its obligations under the Loan Agreement dated as of May 1, 2008 between the Company and the Michigan Strategic Fund relating to the Michigan Strategic Fund Variable Rate Limited Obligation Refunding Revenue Bonds (The Detroit Edison Company Exempt Facilities Project), Series 2008ET (the “Strategic Fund Bonds”) being issued under the Trust Indenture dated as of May 1, 2008 (the “Strategic Fund Indenture”) between the Michigan Strategic Fund and The Bank of New York Trust Company, N.A., as trustee (the “Strategic Fund Bond Trustee”), the Company has agreed to issue its General and Refunding Mortgage Bonds under the Indenture in order further to secure its obligations with respect to such Notes; and

WHEREAS, for such purpose the Company desires by this Supplemental Indenture to create a new series of bonds, to be designated “General and Refunding Mortgage Bonds, 2008 Series ET,” in the aggregate principal amount of One hundred nineteen million one hundred seventy-five thousand dollars ($119,175,000), to be authenticated and delivered pursuant to Section 8 of Article III of the Indenture; and

WHEREAS, the Original Indenture, by its terms, includes in the property subject to the lien thereof all of the estates and properties, real, personal and mixed, rights, privileges and franchises of every nature and kind and wheresoever situate, then or thereafter owned or possessed by or belonging to the Company or to which it was then or at any time thereafter might be entitled in law or in equity (saving and excepting, however, the property therein specifically excepted or released from the lien thereof), and the Company

therein covenanted that it would, upon reasonable request, execute and deliver such further instruments as may be necessary or proper for the better assuring and confirming unto the Trustee all or any part of the trust estate, whether then or thereafter owned or acquired by the Company (saving and excepting, however, property specifically excepted or released from the lien thereof); and

WHEREAS, the Company in the exercise of the powers and authority conferred upon and reserved to it under and by virtue of the provisions of the Indenture, and pursuant to resolutions of its Board of Directors, has duly resolved and determined to make, execute and deliver to the Trustee a supplemental indenture in the form hereof for the purposes herein provided; and

WHEREAS, all conditions and requirements necessary to make this Supplemental Indenture a valid and legally binding instrument in accordance with its terms have been done, performed and fulfilled, and the execution and delivery hereof have been in all respects duly authorized;

NOW, THEREFORE, THIS INDENTURE WITNESSETH: That The Detroit Edison Company, in consideration of the premises and of the covenants contained in the Indenture and of the sum of One Dollar ($1.00) and other good and valuable consideration to it duly paid by the Trustee at or before the ensealing and delivery of these presents, the receipt whereof is hereby acknowledged, hereby covenants and agrees to and with the Trustee and its successors in the trusts under the Original Indenture and in said indentures supplemental thereto as follows:

SECTION 1. The Company hereby creates the three hundred fiftieth series of bonds to be issued under and secured by the Original Indenture as amended to date and as further amended by this Supplemental Indenture, to be designated, and to be distinguished from the bonds of all other series, by the title “General and Refunding Mortgage Bonds, 2008 Series ET” (elsewhere herein referred to as the “bonds of 2008 Series ET”). The aggregate principal amount of bonds of 2008 Series ET shall be limited to One hundred nineteen million one hundred seventy-five thousand dollars ($119,175,000), except as provided in Sections 7 and 13 of Article II of the Original Indenture with respect to exchanges and replacements of bonds.

Subject to the release provisions set forth below, each bond of 2008 Series ET is to be irrevocably assigned to, and registered in the name of, The Bank of New York Trust Company, N.A., as trustee, or a successor trustee (said trustee or any successor trustee being hereinafter referred to as the “Note Indenture Trustee”), under the collateral trust indenture, dated as of June 30, 1993, as supplemented (the “Note Indenture”), between the Note Indenture Trustee and the Company, to secure payment of the Company’s 2008 Series ET Variable

Rate Senior Notes due 2029 (for purposes of this Part I, the “Notes”).

The bonds of 2008 Series ET shall be issued as registered bonds without coupons in denominations of a multiple of $1,000. The bonds of 2008 Series ET shall be issued in the aggregate principal amount of $119,175,000, shall mature on August 1, 2029 (subject to earlier redemption or release) and shall bear interest at the rate of interest established for the Strategic Fund Bonds from time to time in accordance with the Strategic Fund Indenture, payable on such dates as interest shall be payable on the Strategic Fund Bonds, until the principal thereof shall have become due and payable and thereafter until the Company’s obligation with respect to the payment of said principal shall have been discharged as provided in the Indenture.

The bonds of 2008 Series ET shall be payable as to principal, premium, if any, and interest as provided in the Indenture, but only to the extent and in the manner herein provided. The bonds of 2008 Series ET shall be payable, as to principal, premium, if any, and interest, at the office or agency of the Company in the Borough of Manhattan, the City and State of New York, in any coin or currency of the United States of America which at the time of payment is legal tender for public and private debts.

Except as provided herein, each bond of 2008 Series ET shall be dated the date of its authentication and interest shall be payable on the principal represented thereby from the next preceding date to which interest has been paid on bonds of 2008 Series ET, unless the bond is authenticated on a date to which interest has been paid, in which case interest shall be payable from the date of authentication, or unless the date of authentication is prior to the first date on which interest is payable on the Strategic Fund Bonds, in which case interest shall be payable from May 29, 2008.

The bonds of 2008 Series ET in definitive form shall be, at the election of the Company, fully engraved or shall be lithographed or printed in authorized denominations as aforesaid and numbered R-1 and upwards (with such further designation as may be appropriate and desirable to indicate by such designation the form, series and denomination of bonds of 2008 Series ET). Until bonds of 2008 Series ET in definitive form are ready for delivery, the Company may execute, and upon its request in writing the Trustee shall authenticate and deliver in lieu thereof, bonds of 2008 Series ET in temporary form, as provided in Section 10 of Article II of the Indenture. Temporary bonds of 2008 Series ET, if any, may be printed and may be issued in authorized denominations in substantially the form of definitive bonds of 2008 Series ET, but without a recital of redemption prices and with such omissions, insertions and variations as may be appropriate for temporary bonds, all as may be determined by the Company.

Interest on any bond of 2008 Series ET that is payable on any interest payment date and is punctually paid or duly provided for shall be paid to the person in whose name that bond, or any previous bond to the extent evidencing the same debt as that evidenced by that bond, is registered at the close of business on the regular record date for such interest, which regular record date shall be the record date for the Strategic Fund Bonds with respect to such interest payment date. If the Company shall default in the payment of the interest due on any interest payment date on the principal represented by any bond of 2008 Series

ET, such defaulted interest shall forthwith cease to be payable to the registered holder of that bond on the relevant regular record date by virtue of his having been such holder, and such defaulted interest may be paid to the registered holder of that bond (or any bond or bonds of 2008 Series ET issued upon transfer or exchange thereof) on the date of payment of such defaulted interest or, at the election of the Company, to the person in whose name that bond (or any bond or bonds of 2008 Series ET issued upon transfer or exchange thereof) is registered on a subsequent record date established by notice given by mail by or on behalf of the Company to the holders of bonds of 2008 Series ET not less than ten (10) days preceding such subs