8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 15, 2005

	Exact Name of Registrant as Specified in its Charter,
Commission	State of Incorporation, Address of Principal Executive	IRS Employer
File Number	Offices and Telephone Number	Identification No.
1-11607	DTE Energy Company (a Michigan corporation) 2000 2nd Avenue Detroit, Michigan 48226-1279 313-235-4000	38-3217752

     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

	Item 1.01. Entry into a Material Definitive Agreement.
	Item 9.01. Financial Statements and Exhibits.
SIGNATURES
EXHIBIT INDEX
Company Stock Grant Agreement

Item 1.01. Entry into a Material Definitive Agreement.

DTE Energy Company (the “Company”) utilizes the form of stock grant agreement attached hereto as Exhibit 10.1 to evidence grants of non-qualified stock options, performance shares and restricted stock awards to officers and employees of the Company and its subsidiaries under its 2001 Stock Incentive Plan. The 2001 Stock Incentive Plan, which was approved by the Company’s shareholders, was filed as Exhibit 10-43 to the Company’s Form 10-Q for the quarter ended March 31, 2001.

Item 9.01. Financial Statements and Exhibits.

(c)       Exhibits

               10.1           Form of DTE Energy Company Stock Grant Agreement.

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: February 22, 2005

DTE ENERGY COMPANY
(Registrant)
 

/s/ Larry E. Steward  

Larry E. Steward 

Vice President 

EXHIBIT INDEX

Exhibit
Number	Description
10.1	Form of DTE Energy Company Stock Grant Agreement.

EX-10.1

EXHIBIT 10.1

Form of DTE Energy Company
Stock Grant Agreement

This Agreement is made pursuant and subject to the provisions of the DTE Energy Company (“Company”) 2001 Stock Incentive Plan (“Plan”). Effective                     , the Company hereby grants to                      a long-term grant consisting of:

                           Non-Qualified Stock Options
                           Performance Shares
                           Shares of Restricted Stock

Non-Qualified Stock Options

You are entitled to exercise the option to purchase shares of DTE Common Stock at the price of $                     per share, according to the following vesting schedule:

33% of these Options are exercisable on the first anniversary of the grant date
66% of these Options are exercisable on the second anniversary of the grant date
100% of these Options are exercisable on the third anniversary of the grant date

Unless your employment terminates earlier, these options are in effect through the tenth anniversary of the grant date.

Performance Shares

The number of Performance Shares granted to you is your target award. Your final award can vary from zero to two times your target award based on the Company’s performance for the period                      through                      (three fiscal years). Final payment, if any, will occur in early            after approval by the Company’s Organization & Compensation Committee.

Restricted Stock

The shares of Restricted Stock shall be original issue shares or shares of Common Stock purchased by the Company in the open market. A certificate registered in your name, and held by the Company or its duly authorized representative, shall represent such shares. The certificate shall be endorsed with an appropriate legend referring to the applicable restrictions. Unless your employment terminates earlier, the restrictions on these shares will be lifted on the third anniversary of the grant date and the certificates will be issued to you shortly thereafter.

By accepting this grant you consent to any action taken under the Plan by the Company or the Administrator and agree to be bound by the terms of this Agreement and the “Annual Incentive and Long-Term Incentive Plans” summary, which is an integral part of this Agreement. You will be deemed to have accepted this grant unless you notify Human Resources in writing to the contrary. You are also entitled to a copy of the Plan document that governs this grant and may receive a copy by contacting Bill Eisengruber at 313.235.7339.

Sincerely,