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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2007
Commission file number 1-11607
DETROIT EDISON COMPANY SAVINGS & STOCK OWNERSHIP PLAN
FOR EMPLOYEES REPRESENTED BY LOCAL 223 OF THE
UTILITY WORKERS UNION OF AMERICA
(Full title of the plan and the address of the plan,
if different from that of the issuer named below)
DTE ENERGY COMPANY
2000 2nd Avenue
Detroit, Michigan 48226-1279
(Name of issuer of the common stock issued pursuant to the
plan and the address of its principal executive office)
Detroit Edison Company Savings & Stock Ownership Plan
for Employees Represented by Local 223
of the Utility Workers Union of America
TABLE OF CONTENTS
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
June 26, 2008
To the Participants, Savings & Investment Plan Committee, and Investment Committee
Detroit Edison Company Savings & Stock Ownership Plan for Employees Represented by
Local 223 of the Utility Workers Union of America
Detroit, Michigan
We have audited the accompanying statements of net assets available for benefits of the Detroit
Edison Company Savings & Stock Ownership Plan for Employees Represented by Local 223 of the Utility
Workers Union of America (the Plan) as of December 31, 2007 and 2006, and the related statement
of changes in net assets available for benefits for the year ended December 31, 2007. These
financial statements are the responsibility of the Plans management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the aforementioned financial statements present fairly, in all material respects,
the net assets available for benefits of the Plan as of December 31, 2007 and 2006, and the changes
in net assets available for benefits for the year ended December 31, 2007, in conformity with
accounting principles generally accepted in the United States of America.
Our audits were conducted for the purpose of forming an opinion on the basic financial statements
taken as a whole. The supplemental schedule of assets held for investment purposes as of December
31, 2007 is presented for purposes of complying with the Department of Labors Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974,
as amended, and is not a required part of the basic financial statements. This schedule has been
subjected to the auditing procedures applied in our audits of the basic financial statements and,
in our opinion, is fairly stated, in all material respects, in relation to the basic financial
statements taken as a whole.
/s/
George Johnson & Company
CERTIFIED PUBLIC ACCOUNTANTS
Detroit, Michigan
1
Detroit Edison Company Savings & Stock Ownership Plan
for Employees Represented by Local 223
of the Utility Workers Union of America
Statement of Net Assets Available for Benefits
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December 31 |
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(Thousands) |
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2007 |
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2006 |
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ASSETS |
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Investments, at fair value: |
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Investment in DTE Energy Master Plan Trust (Note 5) |
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$ |
419,308 |
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$ |
430,472 |
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Investments, at cost: |
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Loans due from Participants |
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17,857 |
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17,137 |
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Other assets in transit |
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236 |
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NET ASSETS AVAILABLE FOR BENEFITS |
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$ |
437,165 |
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$ |
447,845 |
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See accompanying Notes to Financial Statements
2
Detroit Edison Company Savings & Stock Ownership Plan
for Employees Represented by Local 223
of the Utility Workers Union of America
Statement of Changes in Net Assets Available For Benefits
For the Year Ended December 31, 2007
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(Thousands) |
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ADDITIONS TO NET ASSETS ATTRIBUTED TO: |
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Investment Income: |
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Net appreciation in fair value of investments
in the DTE Energy Master Plan Trust |
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$ |
1,946 |
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Dividends and interest |
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20,518 |
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Interest on loans to Participants |
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1,273 |
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23,737 |
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Contributions: |
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Employer |
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8,850 |
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Participants |
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20,972 |
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29,822 |
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Total Additions |
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53,559 |
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DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO: |
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Distributions and withdrawals |
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(61,791 |
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Administrative fees |
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(32 |
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Transfers of assets among sponsored plans (net) |
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(2,416 |
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Total Deductions |
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(64,239 |
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NET DECREASE |
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(10,680 |
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NET ASSETS AVAILABLE FOR BENEFITS |
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Beginning of year |
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447,845 |
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End of year |
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$ |
437,165 |
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See accompanying Notes to Financial Statements
3
Detroit Edison Company Savings & Stock Ownership Plan
for Employees Represented by Local 223
of the Utility Workers Union of America
Notes To Financial Statements
NOTE 1 PLAN DESCRIPTION
The
following description of the Detroit Edison Company Savings & Stock Ownership Plan for
Employees Represented by Local 223 of the Utility Workers Union of
America (Plan) provides only
general information. Participants should refer to the Plan document for a more complete
description of the Plans provisions.
General
The Plan is a voluntary, defined contribution plan. Regular full-time and part-time employees of
Detroit Edison Company (Company), DTE Energy Corporate Services, LLC, Michigan Consolidated Gas
Company (MichCon) Gas, and Transmission and Storage Operations (T&SO) or a DTE Energy Company
non-regulated business (Participating Affiliates) represented by Local 223 of the Utility Workers
Union of America are able to participate in the Plan immediately. The Plan is subject to the
provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA).
The Savings & Investment Plan Committee (Committee), appointed by the Chairman of the Board of
Directors of the Company, is responsible for the administration of the Plan.
Brokerage fees, transfer taxes and other expenses incidental to the purchase or sale of securities
are paid from Plan assets. Investment management fees are paid from Plan assets. These expenses
are reflected as a reduction in the fair value of the Funds.
Contributions
A Participant may contribute to the Plan on a pre-tax (Tax Deferred Contributions), post-tax
(Employee Contributions) and, if applicable, a catch-up contribution basis (Catch-Up
Contributions). Participants age 50 or older are eligible to make pre-tax Catch-Up Contributions in
accordance with, and subject to the limitations of, Section 414 (v) of the Internal Revenue Code
Section of 1986, as amended (IRC). Participants may contribute up to 100 percent of eligible
compensation (defined in the Plan), on a combined Tax Deferred Contributions, Employee
Contributions, and Catch-Up Contributions (if applicable) basis, after required withholdings and
voluntary payroll deductions. Tax Deferred Contributions, Employee Contributions and Catch-Up
Contributions are automatically adjusted downward if the full deferral amounts elected cannot be
taken. Participants may also directly roll over into the Plan distributions of certain assets from
a tax-qualified plan of a prior employer, including Roth 401(k) Rollover, beginning May 1, 2008
(Direct Rollover Contributions).
Effective May 1, 2008, Participants are able to make Roth 401(k) Contributions and Roth 401(k)
Catch-Up Contributions. These contributions must be aggregated with a Participants Tax Deferred
Contributions and Catch-Up Contributions, respectively, when applying the IRC limit on the amount
of pre-tax and Catch-Up contributions that are permitted for a year.
The IRC limits the amount of Tax Deferred Contributions, Roth 401(k) Contributions, Catch-Up
Contributions and Roth 401(k) Catch-Up Contributions which may be contributed to the Plan annually.
These amounts are
indexed for inflation annually. In the event a Participants Tax Deferred Contributions reach the
maximum
4
Detroit Edison Company Savings & Stock Ownership Plan
for Employees Represented by Local 223
of the Utility Workers Union of America
Notes To Financial Statements
amount permitted by the IRC, further contributions for the remainder of the Plan year will
automatically be deemed to be Employee Contributions. If a Participants total annual additions
(Tax Deferred Contributions, Employee Contributions, Roth 401(k) Contributions and Company
Contributions) reach the IRC limit for the Plan year, the Participants contributions will be
stopped or refunded, as applicable.
Participants
who transferred to DTE Energy Corporate Services, LLC on April 2, 2007
retained the 401(k) rules applicable to them prior to the transfer.
Special rules apply to employees who hire or transfer into DTE Energy
Corporate Services, LLC after April 2, 2007.
After the Participant completes six months of service, the Company makes contributions as follows:
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For Detroit Edison Participants prior to the first full pay period in June 2006, the
Company contributed an amount equal to one-half of Employee Contributions and Tax Deferred
Contributions up to 8 percent of basic compensation (Company Contributions) for employees
with at least six months of service. Effective with the first full pay period in June
2006, Company Contributions increased to 75 percent of the first 4 percent of the aggregate
of Employee Contributions and Tax Deferred Contributions and 50 percent of the next 4
percent of the aggregate of Employee Contributions and Tax Deferred Contributions. There
are no Company Contributions for Employee Contributions and Tax Deferred Contributions,
which in the aggregate exceed 8 percent of basic compensation. |
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For MichCon Gas Participants hired prior to August 3, 2004 and MichCon T&SO Participants
hired prior to November 1, 2004, the Company Contributions are 100 percent up to the first
4 percent of the aggregate of a Participants Tax Deferred Contributions and Employee
Contributions for individuals who have attained six months of service. For Participants
who have completed at least nine years of service, the Company Contributions are increased
to 5 percent as long as the aggregate of the Participants
Tax Deferred Contributions and
Employee Contributions are at least 5 percent; and for Participants with 23 or more years
of service the Company Contributions are increased to 6 percent as long as the aggregate of
the Participants Tax Deferred Contributions and Employee Contributions are at least 6
percent. Effective with the first full pay period in June 2006, Company Contributions
increased to 100 percent of the first 5 percent of Participants Tax Deferred Contributions
and Employee Contributions for employees with six months through nine years of service. |
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For MichCon Gas Participants hired on or after August 3, 2004 and MichCon T&SO
Participants hired on or after November 1, 2004, the Company Contributions will be 50
percent for the first 8 percent of a Participants Tax Deferred Contributions and Employee
Contributions for employees with at least six months of service. Effective with the first
full pay period in June 2006, Company Contributions increased to 75 percent of the first 4
percent of the aggregate of Employee Contributions and Tax Deferred Contributions and 50
percent of the next 4 percent of the aggregate of Employee Contributions and Tax Deferred
Contributions. There are no Company Contributions for Employee Contributions and Tax
Deferred Contributions, which in the aggregate exceed 8 percent of basic compensation. |
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For Participating Affiliate employees, the Participating Affiliate will contribute $1 to
a Participants Plan account for each $1 the Participant contributes, but not more than 4
percent of the Participants eligible compensation. The Participating Affiliate will
contribute $0.50 for each $1 the Participant contributes on the next 4 percent of eligible
compensation. There are no Company Contributions for Employee
Contributions and Tax Deferred Contributions, which in the aggregate exceed 8 percent of
basic compensation. |
5
Detroit Edison Company Savings & Stock Ownership Plan
for Employees Represented by Local 223
of the Utility Workers Union of America
Notes To Financial Statements
Catch-Up Contributions, Roth 401(k) Contributions and Roth 401(k) Catch-Up Contributions are not
eligible for Company Contributions.
While the Company has made its contributions to the Trustee with respect to a Plan year on a
current basis, the Plan permits the Company to make Company Contributions for a Plan year no later
than the due date (including extensions of time) for filing DTE Energy Companys consolidated
federal income tax return for such year. Employee Contributions and Tax Deferred Contributions are
paid to the Plan when amounts can be reasonably segregated. The Company expects to continue to make
Plan contributions on a current basis.
Participant Accounts
Each Participants account is credited with the Participants contributions, including eligible
Direct Rollover Contributions, allocations of the Company Contributions and Plan earnings.
Allocations are based on Participant earnings or account balances, as defined. Forfeited balances
of terminated Participants nonvested accounts are used to reduce future Company Contributions.
The benefit to which a Participant is entitled is the benefit that can be provided from the
Participants vested account.
Vesting
A Detroit Edison Participant or MichCon Participant vests in all Company Contributions on a graded
five-year schedule (for Participants hired before August 1, 2004 or November 1, 2004, as
applicable) or a graded six-year schedule (for Participants hired on or after August 1, 2004 or
November 1, 2004, as applicable), with Participants being 20 percent vested after completing two
years of service. In addition, a Participant will have a fully vested interest in Company
Contributions upon (a) attainment of age 65, (b) termination due to total disability, if entitled
to benefits under the Companys Long Term Disability Benefits Plan, or (c) death.
A Participating Affiliate employee is fully vested in Company Contributions immediately.
Employee Contributions, Tax Deferred Contributions, Roth 401(k) Contributions, Catch-Up
Contributions, Roth 401(k) Catch-Up Contributions and Direct Rollover Contributions are fully
vested at all times.
Investment Options
Participants may elect to have their Employee Contributions, Tax Deferred Contributions, Roth
401(k) Contributions, Catch-Up Contributions, Roth 401(k) Catch-Up Contributions and Direct
Rollover Contributions invested entirely in any one of the investment funds or in any combination
of the investment funds. Participants may transfer existing account balances in the investment
funds on a daily basis. Participants may change their investment direction and amount of future
contributions effective with the next payroll period.
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For Detroit Edison employees, prior to January 1, 2008, 100 percent Company
Contributions were required to be invested in the restricted DTE Energy Stock Fund until
they matured. Company Contributions matured on January 1 of the second calendar year
following the calendar year during |
6
Detroit Edison Company Savings & Stock Ownership Plan
for Employees Represented by Local 223
of the Utility Workers Union of America
Notes To Financial Statements
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which they were contributed to the Plan. Effective
January 1, 2008, the restriction to keep Company Contributions invested in the DTE Energy
Stock Fund until maturity was lifted and this amount may be redirected to another
investment at any time. |
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For MichCon Gas Participants hired prior to August 3, 2004, 60 percent of the Company
Contributions will be made in DTE Energy common stock and the remaining 40 percent will be
invested at the discretion of the Participant. Prior to January 1, 2008, Company
Contributions made in DTE Energy common stock could not be redirected to another investment
fund in the Plan until after one full calendar year following the year in which the
contribution was made. For MichCon Gas Participants hired on or after August 3, 2004 and
MichCon T&SO Participants, 100 percent of the Company Contributions will be made in DTE
Energy common stock, which prior to January 1, 2008 could not be redirected to other
investments until after one full calendar year. Effective January 1, 2008, the restriction
to keep Company Contributions invested in the DTE Energy Stock Fund for one full calendar
year following the year in which the Company Contributions were made was lifted and this
amount may be redirected to another investment at any time. |
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For Participating Affiliate Participants, the Company Contributions on 100 percent of
the first 4 percent of eligible compensation will be invested in restricted shares in the
restricted DTE Energy Stock Fund and the Company Contributions on the next 4 percent of
eligible compensation will be invested in the unrestricted DTE Energy Stock Fund and may be
redirected to another investment option at any time. Company contributions for a Plan year
that are invested in restricted stock may be redirected to another investment fund in the
Plan when they are mature, that is, after one full calendar year following the year in
which the contribution was made. |
The entire DTE Energy Stock Fund is considered to be the Employee Stock Ownership Plan (ESOP)
portion of the Plan. Quarterly dividends from DTE Energy common stock are automatically reinvested
in DTE Energy common stock. DTE Energy common stock dividends accumulated under the ESOP in a
Participants account may be paid out in cash to the Participant (at the Participants election)
within 90 days of the end of the previous Plan year.
The DTE Energy Stock Fund also contains participant-directed investments. The changes in the
participant-directed and nonparticipant-directed portions of the DTE Energy Stock Fund are not
separately disclosed in Note 6.
Contributions received by the Trustee for the DTE Energy Stock Fund are invested in DTE Energy
common stock. The Trustee currently purchases and sells shares of DTE Energy common stock in open
market transactions at prevailing market prices. However, the Trustee may purchase or sell DTE
Energy common stock from or to DTE Energy if the purchase or sale price is for adequate
consideration. Brokerage commissions are charged against the DTE Energy Stock Fund.
A Participants interest in the DTE Energy Stock Fund is measured by share trading. A share-traded
investment is traded and valued on a share basis.
7
Detroit Edison Company Savings & Stock Ownership Plan
for Employees Represented by Local 223
of the Utility Workers Union of America
Notes To Financial Statements
Transfers
Net transfers represent Participants transferring between different plans of the affiliated group
due to a change in employment status.
Administrative and Brokerage Fees
Expenses in connection with the purchase or sale of stock or other securities are charged to the
Participant for whom the purchases or sales are made. Participants pay 100 percent of the
investment management and other related expenses of the funds. The Trustee and the Company pay all
costs of administrating the Plan.
Forfeited Accounts
During
2007, approximately $16,000 of forfeited nonvested accounts were used to reduce Company
Contributions. During 2006, approximately $30,000 of forfeited nonvested accounts were used to
reduce Company Contributions.
Distributions, Withdrawals and Loans
Distributions of Tax Deferred Contributions will be made only upon retirement or disability as
defined under the Plan, termination of employment, death, attainment of age 591/2, or hardship. A
hardship distribution of Tax Deferred Contributions (and generally not the earnings thereon) is
permitted only for (a) medical expenses for the Participant, his or her spouse, children or
dependents, (b) tuition expenses for the Participant, his or her spouse, children or dependents,
(c) expenditures to purchase a principal residence, (d) payments to prevent eviction or foreclosure
on a principal residence, (e) payment of funeral expenses for the Participants deceased parent,
spouse, child or dependents, or (f) payment of expenses for the repair of damage to the
Participants principal residence due to casualty loss.
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Detroit Edison, MichCon Gas Participants hired on or after August 3, 2004 and
Participating Affiliate Participants may borrow funds from their accounts attributable to
Employee Contributions, Tax Deferred Contributions, Catch-up Contributions and Direct
Rollover Contributions (and beginning May 1, 2008, Roth 401(k) Contributions and Roth
401(k) Catch-Up Contributions) no more frequently than once during any calendar year and
cannot have more than five loans outstanding at one time, only one of which can be a
principal residence loan. Participants may borrow from their fund accounts, subject to
certain terms and conditions, for a period of five years for a general purpose loan, and 25
years for principal residence loans, at fixed rates of interest determined monthly based on
an average of the interest rates charged by local lending institutions for similar types of
loans at a minimum of $1,000 up to the lesser of: |
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$50,000 reduced by (a) the highest outstanding balance of loans from the
Plan during the one-year period ending on the day before the loan was made, over (b)
the outstanding balance of loans from the Plan on the date the loan is made, or |
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50 percent of the Participants Account at the time the loan is made. |
8
Detroit Edison Company Savings & Stock Ownership Plan
for Employees Represented by Local 223
of the Utility Workers Union of America
Notes To Financial Statements
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MichCon Gas Participants hired prior to August 3, 2004 may borrow funds from their
accounts attributable to Tax Deferred Contributions, Employee Contributions, Catch-Up
Contributions and Direct Rollover Contributions (and beginning May 1, 2008, Roth 401(k)
Contributions and Roth 401(k) Catch-Up Contributions) no more frequently than once during
any calendar year and cannot have more than two loans outstanding at one time, only one of
which can be a principal residence loan. Participants may borrow from their fund accounts,
subject to certain terms and conditions, for a period of one to five years, and for
principal residence loans up to 15 years, at a fixed rate, updated quarterly, at the prime
interest rate plus 21/2 percent (up to the nearest 1/2 percent) at a minimum of $500 up to the
lesser of: |
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$50,000 reduced by (a) the highest outstanding balance of loans from the
Plan during the one-year period ending on the day before the loan was made, over (b)
the outstanding balance of loans from the Plan on the date the loan is made, or |
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50 percent of the Participants Account at the time the loan is made. |
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MichCon T&SO Participants may borrow funds from their accounts attributable to Tax
Deferred Contributions, Employee Contributions, Catch-Up Contributions and Direct Rollover
Contributions (and beginning May 1, 2008, Roth 401(k) Contributions and Roth 401(k)
Catch-Up Contributions) no more frequently than once during any calendar year and cannot
have more than two loans outstanding at one time, only one of which can be a principal
residence loan. Participants may borrow from their fund accounts, subject to certain terms
and conditions, for a period of one to five years, and for principal residence loans up to
25 years, at a fixed rate, updated monthly, at the prime interest rate plus 1 percent at a
minimum of $1,000 up to the lesser of: |
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$50,000 reduced by (a) the highest outstanding balance of loans from the
Plan during the one-year period ending on the day before the loan was made, over (b)
the outstanding balance of loans from the Plan on the date the loan is made, or |
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50 percent of the Participants Account at the time the loan is made. |
Proceeds for any loan are obtained through the pro rata liquidation of the Participants account,
then transferred to the Participants loan account and thereupon paid in cash to the Participant by
the Trustee. Loan repayments of principal and interest are invested as received according to the
Participants current investment direction. Prepayment of loans can be made without penalty
provided such prepayment is made in full.
Plan Termination
Although it has not expressed any intent to do so, the Company has the right under the Plan to
discontinue its contributions at any time and to terminate the Plan subject to the provisions of
ERISA, except as otherwise agreed to pursuant to collective bargaining. In the event of Plan
termination, Participants will become 100 percent vested in their accounts.
9
Detroit Edison Company Savings & Stock Ownership Plan
for Employees Represented by Local 223
of the Utility Workers Union of America
Notes To Financial Statements
NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The accompanying financial statements of the Plan are prepared on the accrual basis of accounting.
We reclassified certain prior year balances to match the current years financial statement
presentation.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted
in the United States of America requires Plan management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the reported amounts of additions to and
deductions from net assets available for benefits during the reporting period. Actual results
could differ from those estimates.
Valuation of Investments and Income Recognition
Investments are stated at fair market value (the last reported sales price on the last business day
of the year). Participant loans receivable are valued at cost, which approximates fair value. The
average cost basis is used for determining the cost of investments sold. Unrealized appreciation
and/or depreciation resulting from changes in fair value are included in the Statement of Changes
in Net Assets Available for Benefits.
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded
on the accrual basis. Dividends are recorded on the ex-dividend date.
The DTE Energy Stock Fund recognizes gains and losses on stock distributed to terminated
Participants in settlement of their accounts equal to the difference between the cost and the fair
value of the shares distributed.
Payment of Benefits
Benefits are recorded when paid.
Risks and Uncertainties
The DTE Energy Master Plan Trust (Master Trust) invests in various securities, including government
securities and bonds, corporate debt instruments, stocks, investment partnerships, and derivative
instruments. Investment securities, in general, are exposed to various risks, such as interest
rate, credit, and overall market volatility. Due
to the level of risk associated with certain investment securities, it is reasonably possible that
changes in the values of investment securities will occur in the near term and such changes could
materially affect the amounts reported in the financial statements.
10
Detroit Edison Company Savings & Stock Ownership Plan
for Employees Represented by Local 223
of the Utility Workers Union of America
Notes To Financial Statements
NOTE 3 NEW ACCOUNTING PRONOUNCEMENTS
In June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation 48 (FIN
48), Accounting for Uncertainty in Income Taxes, an interpretation of FASB Statement No. 109.
FIN 48 clarifies the accounting for uncertainty in income taxes recognized in an entitys financial
statements in accordance with FASB Statement No. 109, Accounting for Income Taxes. FIN 48
prescribes a recognition threshold and measurement attribute for the financial statement disclosure
of tax positions taken or expected to be taken in a tax return. The evaluation of a tax position
is a two-step process. The first step requires an entity to determine whether it is more likely
than not that a tax position will be sustained upon examination based on the technical merits of
the position. The second step requires an entity to recognize in the financial statements each tax
position that meets the more likely than not criteria, measured at the largest amount of benefit
that has a greater than 50 percent likelihood of being realized. FIN 48 also provides guidance on
derecognition, classification, interest and penalties, accounting in interim periods, disclosure,
and transition. FIN 48 is effective for fiscal years beginning after December 15, 2007. The Plan
is required to adopt the new guidance when recognizing its uncertain tax positions at the beginning
of its fiscal year January 1, 2008. The Plan does not expect the adoption of FIN 48 to materially
impact its financial statements.
In September 2006, the FASB issued Statement of Financial Accounting Standard No. 157 (SFAS 157),
Fair Value Measurements. The statement defines fair value, establishes a framework for
measuring fair value in accounting principles generally accepted in the United States of America,
and expands the disclosure requirements regarding fair value measurements. The rule does not
introduce new requirements mandating the use of fair value. The statement defines fair value as
the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date. The definition is based on an
exit price rather than an entry price, regardless of whether the entity plans to hold or sell the
asset. SFAS 157 is effective for financial statements issued for fiscal years beginning after
November 15, 2007, and interim periods within those fiscal years. The Plan is currently evaluating
the requirements of SFAS 157. The Plan expects to be required to use the new definition of fair
value upon adoption of SFAS 157 as of January 1, 2008 and to apply the disclosure requirements of
SFAS 157 for the Plans 2008 financial statements.
In February 2007, the FASB issued Statement of Financial Accounting Standard No. 159 (SFAS 159),
The Fair Value Option for Financial Assets and Financial Liabilities Including an amendment of
FASB Statement No. 115. SFAS 159 permits entities to choose, at specified election dates, to
measure many financial instruments and certain other items at fair value that are not currently
measured at fair value. Unrealized gains and losses on items for which the fair value option has
been elected would be reported in earnings at each subsequent reporting date. The statement also
establishes presentation and disclosure requirements in order to facilitate comparisons between
entities choosing different measurement attributes for similar types of assets and liabilities.
SFAS 159 does not affect existing accounting requirements for certain assets and liabilities to be
carried at fair value. SFAS 159 is effective as of the beginning of a reporting entitys first
fiscal year that begins after November 15, 2007.
The Plan is currently evaluating the requirements of SFAS 159, and has not yet determined the
impact on its financial statements.
11
Detroit Edison Company Savings & Stock Ownership Plan
for Employees Represented by Local 223
of the Utility Workers Union of America
Notes To Financial Statements
NOTE 4
FEDERAL INCOME TAX STATUS
On May 8, 2003, the Internal Revenue Service issued a favorable determination letter with respect
to the qualified status of the Plan and the conversion of the DTE Energy Stock Fund to an ESOP.
The favorable determination letter indicates that the terms of the Plan and related Trust conform
to the requirements of Sections 401(a) and 401(k) of the IRC. The Company, therefore, has a basis
for deducting contributions to the Plan. The Participants are not taxed currently on Tax Deferred
Contributions and Company Contributions to the Plan or on Plan earnings (including appreciation)
allocated to their accounts. The Plan has been amended since receiving the determination letter.
However, the Plan administrator and the Plans legal counsel believe that the Plan and related
Trust are currently designed and being operated in compliance with the applicable requirements of
the IRC.
The Plan requires distributions under IRC Section 415 for contributions in excess of the annual IRC
Section 415(c) limits. There were no excess contributions in 2007 and 2006.
NOTE 5 THE DTE ENERGY MASTER PLAN TRUST
The Master Trust consists of
certain commingled assets of the Plan, the DTE Energy Company Savings
and Stock Ownership Plan, the Detroit Edison Company Savings & Stock Ownership Plan for Employees
Represented by Local 17 of the International Brotherhood of Electrical Workers, and the MichCon
Investment and Stock Ownership Plan.
The Plans investment in
the Master Trust in the Statement of Net Assets Available for Benefits
represents the Plans allocated portion
(approximately 28 percent and 29 percent at December 31,
2007 and 2006, respectively). The Plans allocated portion of
the investments is equal to the fair
value of the Plans assets contributed, adjusted by the Plans
allocated share of the Master Trust
investment income and expenses, Employee and Company Contributions, and distributions and
withdrawals paid to Participants.
A summary of the Master Trust assets as of December 31, 2007 and 2006 is as follows:
|
|
|
|
|
|
|
|
|
(Thousands) |
|
2007 |
|
|
2006 |
|
Investments, at fair value based on quoted
market prices |
|
|
|
|
|
|
|
|
DTE Energy Stock Fund |
|
$ |
279,031 |
|
|
$ |
334,148 |
|
Common/collective trust |
|
|
68,152 |
|
|
|
70,439 |
|
Registered investment companies |
|
|
1,160,983 |
|
|
|
1,100,094 |
|
|
|
|
|
|
|
|
Assets held in Master Trust |
|
$ |
1,508,166 |
|
|
$ |
1,504,681 |
|
|
|
|
|
|
|
|
The following is a summary of investment gain in the Master Trust for the year ended December 31,
2007:
12
Detroit Edison Company Savings & Stock Ownership Plan
for Employees Represented by Local 223
of the Utility Workers Union of America
Notes To Financial Statements
|
|
|
|
|
(Thousands) |
|
|
|
|
Interest, dividend and other income on investments |
|
$ |
75,868 |
|
Net appreciation in common/collective trust |
|
|
3,674 |
|
Net appreciation in registered investment companies |
|
|
32,468 |
|
Net depreciation in DTE Energy Stock Fund |
|
|
(27,806 |
) |
|
|
|
|
|
|
|
|
|
Total investment gain |
|
$ |
84,204 |
|
|
|
|
|
NOTE 6 DTE ENERGY STOCK FUND
The entire DTE Energy Stock Fund is considered to be the Employee Stock Ownership Plan (ESOP)
portion of the Plan. This fund consists of two components, restricted and unrestricted. Quarterly
dividends from DTE Energy common stock are automatically reinvested in DTE Energy common stock.
DTE Energy common stock dividends accumulated under the ESOP in a Participants account may be paid
out in cash to the Participant (at the Participants election) within 90 days of the end of the
previous Plan year.
Significant components of the changes in net assets available for plan benefits in 2007 relating to
the DTE Energy Stock Fund are as follows:
|
|
|
|
|
(Thousands) |
|
|
|
|
Additions To Net Assets Attributed to: |
|
|
|
|
Net depreciation in fair value of investments in the Master Trust |
|
$ |
(9,291 |
) |
Dividends and interest |
|
|
1,790 |
|
Interest on loans to Participants |
|
|
186 |
|
Employer contributions |
|
|
8,674 |
|
Participant contributions |
|
|
1,949 |
|
|
|
|
|
Total Additions |
|
|
3,308 |
|
|
|
|
|
|
|
|
|
|
Deductions from Net Assets Attributed to: |
|
|
|
|
Distributions and withdrawals |
|
|
(12,306 |
) |
Net
transfers to other sponsored plans and other deductions |
|
|
(6,765 |
) |
|
|
|
|
Total Deductions |
|
|
(19,071 |
) |
|
|
|
|
13
Detroit Edison Company Savings & Stock Ownership Plan
for Employees Represented by Local 223
of the Utility Workers Union of America
Notes To Financial Statements
|
|
|
|
|
Net Decrease |
|
|
(15,763 |
) |
|
Net Assets Available for Benefits |
|
|
|
|
|
Beginning of year |
|
|
109,616 |
|
|
|
|
|
|
End of year |
|
$ |
93,853 |
|
|
|
|
|
NOTE 7 RELATED PARTY TRANSACTIONS
Certain Master Trust investments are shares of registered investment companies managed by Fidelity
Investments. Fidelity Investments is the Trustee as defined by the Plan; therefore, these
transactions qualify as party-in-interest.
14
DETROIT
EDISON COMPANY SAVINGS & STOCK OWNERSHIP PLAN FOR EMPLOYEES REPRESENTED BY LOCAL 223 OF THE
UTILITY WORKERS UNION OF AMERICA
(Federal Employer Identification Number: 38-0478650; Plan Number: 003)
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
(Form 5500, Schedule H, Item 4i)
December 31, 2007
(in Thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Description of Investment |
|
|
|
|
|
|
|
|
|
|
Identity of Issue |
|
(Including Maturity Date |
|
|
|
|
|
|
Party- in- |
|
Borrower, Lessor |
|
Rate of Interest, Collateral |
|
|
|
|
|
Current |
Interest |
|
or Similar Party |
|
and Par or Maturity Value) |
|
Cost |
|
Value |
|
* |
|
|
Plan participants |
|
Loan receivable, interest rates
ranged from 4.82 percent to
12 percent during 2007,
maturing through 2032 |
|
$ |
-0- |
|
|
$ |
17,857 |
|
16
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Savings & Investment Plan
Committee has duly caused this annual report to be signed on its behalf by the undersigned hereunto
duly authorized.
|
|
|
|
|
|
DETROIT EDISON COMPANY
SAVINGS & STOCK OWNERSHIP PLAN
FOR EMPLOYEES REPRESENTED BY
LOCAL 223 OF THE
UTILITY WORKERS UNION OF AMERICA
BY THE SAVINGS & INVESTMENT PLAN COMMITTEE
|
|
|
/s/ Douglas A. Green
|
|
|
Douglas A. Green, Chair |
|
|
|
|
|
June 26, 2008
17
EXHIBIT INDEX
|
|
|
Number |
|
|
|
23
|
|
Consent of Independent Registered Public Accounting Firm George Johnson & Company |