0001143068-04-000186 Sample Contracts

REMARKETING AGREEMENT
Remarketing Agreement • June 7th, 2004 • Great Plains Energy Inc • Electric services • New York

REMARKETING AGREEMENT, dated as of ________ __, _____ (the "Remarketing Agreement"), by and among Great Plains Energy Incorporated, a Missouri corporation (the "Company"), BNY Midwest Trust Company, not individually but solely as Purchase Contract Agent and as attorney-in-fact of the holders of Purchase Contracts, and Merrill Lynch & Co., Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated (the "Remarketing Agent").

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GREAT PLAINS ENERGY INCORPORATED AND BNY MIDWEST TRUST COMPANY as Purchase Contract Agent PURCHASE CONTRACT AGREEMENT Dated as of _____, 2004
Agent Purchase Contract Agreement • June 7th, 2004 • Great Plains Energy Inc • Electric services • New York

PURCHASE CONTRACT AGREEMENT, dated as of __________, 2004, between Great Plains Energy Incorporated, a Missouri corporation (the "Company"), and BNY Midwest Trust Company, acting as purchase contract agent and attorney-in-fact for the Holders of Securities from time to time (in any one or more of such capacities, the "Agent").

Great Plains Energy Incorporated and BNY Midwest Trust Company, As Collateral Agent, Custodial Agent and Securities Intermediary and BNY Midwest Trust Company, as Purchase Contract Agent PLEDGE AGREEMENT Dated as of _____
Pledge Agreement • June 7th, 2004 • Great Plains Energy Inc • Electric services • New York

PLEDGE AGREEMENT, dated as of _____ (this "Agreement"), by and among Great Plains Energy Incorporated, a Missouri corporation (the "Company"), as pledgee, BNY Midwest Trust Company, an Illinois trust company, not individually but solely as collateral agent (in such capacity, together with its successors in such capacity, the "Collateral Agent"), as custodial agent (in such capacity, together with its successors in such capacity, the "Custodial Agent") and as a "securities intermediary" as defined in Section 8-102(a)(14) of the Code (as defined herein) (in such capacity, together with its successors in such capacity, the "Securities Intermediary"), and BNY Midwest Trust Company, an Illinois trust company, not individually but solely as purchase contract agent and as attorney-in-fact of the Holders (as defined in the Purchase Contract Agreement) from time to time of the Securities (as hereinafter defined) (in such capacity, together with its successors in such capacity, the "Purchase Con

FIRST SUPPLEMENTAL INDENTURE DATED AS OF JUNE [_], 2004 BETWEEN GREAT PLAINS ENERGY INCORPORATED, AS ISSUER AND BNY MIDWEST TRUST COMPANY, AS TRUSTEE
First Supplemental Indenture • June 7th, 2004 • Great Plains Energy Inc • Electric services • New York

This FIRST SUPPLEMENTAL INDENTURE, dated as of June [_], 2004 (the "First Supplemental Indenture"), between Great Plains Energy Incorporated, a corporation duly organized and existing under the laws of the State of Missouri (the "Company"), and BNY Midwest Trust Company, as trustee (the "Trustee").

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