RELATED PARTIES

Service Agreements - IPL and WPL are parties to service agreements with an affiliate, Corporate Services. Pursuant to these service agreements, IPL and WPL receive various administrative and general services. These services are billed to IPL and WPL at cost based on expenses incurred by Corporate Services for the benefit of IPL and WPL, respectively. These costs consisted primarily of employee compensation and benefits, fees associated with various professional services and a return on net assets. Corporate Services also acts as agent on behalf of IPL and WPL pursuant to the service agreements. As agent, Corporate Services enters into energy, capacity, ancillary services, and transmission sale and purchase transactions within MISO and PJM. Corporate Services assigns such sales and purchases among IPL and WPL based on statements received from MISO and PJM.

The amounts billed for services provided to IPL and WPL were as follows (in millions):



	IPL						WPL
	2013		2012		2011		2013		2012		2011
Corporate Services billings		$140		$129		$153		$103		$102		$119

The sales credited to and purchases billed to IPL and WPL were as follows (in millions):



	IPL						WPL
	2013		2012		2011		2013		2012		2011
Sales credited		$7		$10		$31		$12		$14		$28
Purchases billed	365		301		307		68		61		77

As of December 31, net intercompany payables to Corporate Services were as follows (in millions):



	2013		2012
IPL		$62		$72
WPL	46		40

ATC - Pursuant to various agreements, WPL receives a range of transmission services from ATC. WPL provides operation, maintenance, and construction services to ATC. WPL and ATC also bill each other for use of shared facilities owned by each party. The related amounts billed between the parties were as follows (in millions):



	2013		2012		2011
ATC billings to WPL		$96		$90		$90
WPL billings to ATC	12		11		12

As of December 31, 2013 and 2012, WPL owed ATC net amounts of $8 million and $6 million, respectively.

IPL’s Sale of Certain Wind Project Assets to Resources - Pursuant to a wind development asset purchase and sale agreement, in 2011, IPL sold Resources assets for the Franklin County wind project at IPL’s cost of $115.3 million. Refer to Note 3(a) for additional information.

WPL’s Sheboygan Falls Lease - Refer to Note 10(b) for discussion of WPL’s Sheboygan Falls lease.

Related Parties

RELATED PARTIES

Service Agreements - IPL and WPL are parties to service agreements with an affiliate, Corporate Services. Pursuant to these service agreements, IPL and WPL receive various administrative and general services. These services are billed to IPL and WPL at cost based on expenses incurred by Corporate Services for the benefit of IPL and WPL, respectively. These costs consisted primarily of employee compensation and benefits, fees associated with various professional services and a return on net assets. Corporate Services also acts as agent on behalf of IPL and WPL pursuant to the service agreements. As agent, Corporate Services enters into energy, capacity, ancillary services, and transmission sale and purchase transactions within MISO and PJM. Corporate Services assigns such sales and purchases among IPL and WPL based on statements received from MISO and PJM.

The amounts billed for services provided to IPL and WPL were as follows (in millions):



	IPL						WPL
	2013		2012		2011		2013		2012		2011
Corporate Services billings		$140		$129		$153		$103		$102		$119

The sales credited to and purchases billed to IPL and WPL were as follows (in millions):



	IPL						WPL
	2013		2012		2011		2013		2012		2011
Sales credited		$7		$10		$31		$12		$14		$28
Purchases billed	365		301		307		68		61		77

As of December 31, net intercompany payables to Corporate Services were as follows (in millions):



	2013		2012
IPL		$62		$72
WPL	46		40

ATC - Pursuant to various agreements, WPL receives a range of transmission services from ATC. WPL provides operation, maintenance, and construction services to ATC. WPL and ATC also bill each other for use of shared facilities owned by each party. The related amounts billed between the parties were as follows (in millions):



	2013		2012		2011
ATC billings to WPL		$96		$90		$90
WPL billings to ATC	12		11		12

As of December 31, 2013 and 2012, WPL owed ATC net amounts of $8 million and $6 million, respectively.

IPL’s Sale of Certain Wind Project Assets to Resources - Pursuant to a wind development asset purchase and sale agreement, in 2011, IPL sold Resources assets for the Franklin County wind project at IPL’s cost of $115.3 million. Refer to Note 3(a) for additional information.

WPL’s Sheboygan Falls Lease - Refer to Note 10(b) for discussion of WPL’s Sheboygan Falls lease.