ITC Holdings Corp. Contracts & Agreements

Eighth Supplemental Indenture, dated as of May 9, 2024 between the Company and the Trustee (Filed With SEC on May 9, 2024)

2024 Omnibus Plan, effective January 1, 2024 (Filed With SEC on February 9, 2024)

Tenth Supplemental Indenture, dated as of December 13, 2023, between International Transmission Company and The Bank of New York Mellon Trust Company, N.A. (as successor to BNY... (Filed With SEC on January 23, 2024)

ITC HOLDINGSCORP. and COMPUTERSHARETRUST COMPANY, N.A. (AS SUCCESSORTO WELLS FARGO BANK, NATIONAL ASSOCIATION) as Trustee (Filed With SEC on June 1, 2023)

Revolving Credit Agreement, dated as of April 14, 2023, among ITC Holdings Corp., ITC Midwest LLC, ITC Great Plains, LLC, Michigan Electric Transmission Company, LLC and... (Filed With SEC on April 14, 2023)

Sixth Supplemental Indenture, dated as of September 22, 2022 between the Company and the Trustee (Filed With SEC on September 22, 2022)

Executive Omnibus Plan, as amended November 11, 2021 (Filed With SEC on February 11, 2022)

Fortis Inc. 2020 Restricted Share Unit Plan, as amended January 1, 2022 (Filed With SEC on February 11, 2022)

Employment Agreement between ITC Holdings Corp. and Brian Slocum, effective as of February 14, 2022 (Filed With SEC on February 11, 2022)

Ninth Supplemental Indenture, dated as of November 5, 2021, between International Transmission Company and The Bank of New York Mellon Trust Company, N.A. (as successor to BNY... (Filed With SEC on January 14, 2022)

Amendment No. 1 to Credit Agreement, dated as of May 17, 2021, among ITC Holdings Corp., with the banks, financial institutions and other institutional lenders listed on the... (Filed With SEC on May 17, 2021)

Amendment No. 1 to Credit Agreement, dated as of May 17, 2021, among International Transmission Company, with the banks, financial institutions and other institutional lenders... (Filed With SEC on May 17, 2021)

Amendment No. 1 to Credit Agreement, dated as of May 17, 2021, among Michigan Electric Transmission Company, LLC, with the banks, financial institutions and other institutional... (Filed With SEC on May 17, 2021)

Amendment No. 1 to Credit Agreement, dated as of May 17, 2021, among ITC Midwest LLC, with the banks, financial institutions and other institutional lenders listed on the... (Filed With SEC on May 17, 2021)

Amendment No. 1 to Credit Agreement, dated as of May 17, 2021, among ITC Great Plains, LLC, with the banks, financial institutions and other institutional lenders listed on the... (Filed With SEC on May 17, 2021)

Employment Agreement between ITC Holdings Corp. and Gretchen L. Holloway, effective as of July 10, 2017 (Filed With SEC on February 12, 2021)

Employment Agreement between ITC Holdings Corp. and Krista K. Tanner, effective as of February 18, 2019 (Filed With SEC on February 12, 2021)

Separation and Release Agreement, effective as of May 18, 2020, between ITC Holdings Corp. and Daniel J. Oginsky (Filed With SEC on February 12, 2021)

Fifth Supplemental Indenture, dated as of May 14, 2020 between the Company and the Trustee (Filed With SEC on May 14, 2020)

Fortis Inc. 2020 Restricted Share Unit Plan, effective January 1, 2020 (Filed With SEC on May 6, 2020)

Form of Restricted Share Unit Grant Agreement under Fortis Inc. 2020 Restricted Share Unit Plan (January, 2020) (Filed With SEC on May 6, 2020)

2017 Omnibus Plan, as amended July 10, 2017 and February 4, 2020 (Filed With SEC on February 13, 2020)

Executive Omnibus Plan, effective January 2020 (Filed With SEC on February 13, 2020)

Form of Performance-Based Unit Award Agreement under Executive Omnibus Plan (January 2020) (Filed With SEC on February 13, 2020)

METC 2020 Term Loan Credit Agreement, dated as of January 23, 2020, among Michigan Electric Transmission Company, LLC, the various financial institutions and other persons from... (Filed With SEC on January 23, 2020)

ITC Holdings Amendment and Restatement Agreement dated as of January 10, 2020 (the ITC Holdings Amendment and Restatement Agreement), among ITC Holdings Corp., the banks,... (Filed With SEC on January 10, 2020)

ITCTransmission Amendment and Restatement Agreement dated as of January 10, 2020 (the ITCTransmission Amendment and Restatement Agreement), among International Transmission... (Filed With SEC on January 10, 2020)

METC Amendment and Restatement Agreement dated as of January 10, 2020 (the METC Amendment and Restatement Agreement), among Michigan Electric Transmission Company, LLC, the banks,... (Filed With SEC on January 10, 2020)

ITC Midwest Amendment and Restatement Agreement dated as of January 10, 2020 (the ITC Midwest Amendment and Restatement Agreement), among ITC Midwest LLC, the banks, financial... (Filed With SEC on January 10, 2020)

ITC Great Plains Amendment and Restatement Agreement dated as of January 10, 2020 (the ITC Great Plains Amendment and Restatement Agreement), among ITC Great Plains, LLC, the... (Filed With SEC on January 10, 2020)

Eighth Supplemental Indenture, dated as of August 14, 2019, between International Transmission Company and The Bank of New York Mellon Trust Company, N.A. (as successor to BNY... (Filed With SEC on August 28, 2019)

ITC Holdings 2019 Term Loan Credit Agreement, dated as of June 12, 2019, among ITC Holdings Corp., the various financial institutions and other persons from time to time parties... (Filed With SEC on June 14, 2019)

Letter Agreement, effective as of February 18, 2019, between ITC Holdings Corp. and Jon E. Jipping (Filed With SEC on February 22, 2019)

International Transmission Company Executive Deferred Compensation Plan, effective January 1, 2019 (Filed With SEC on February 15, 2019)

ITC Holdings Corp. Director Deferred Compensation Plan, effective January 1, 2019 (Filed With SEC on February 15, 2019)

Ninth Supplemental Indenture, dated as of November 28, 2018, between Michigan Electric Transmission Company, LLC and The Bank of New York Mellon Trust Company, N.A. (as successor... (Filed With SEC on January 15, 2019)

Seventh Supplemental Indenture, dated as of March 14, 2018, between International Transmission Company and The Bank of New York Mellon Trust Company, N.A. (as successor to BNY... (Filed With SEC on March 29, 2018)

Fourth Supplemental Indenture, dated as of November 14, 2017 between the Company and the Trustee (Filed With SEC on November 14, 2017)

Registration Rights Agreement, dated November 14, 2017 between the Company and the Initial Purchasers (Filed With SEC on November 14, 2017)

AMENDMENT TO ITC HOLDINGS CORP. 2017 OMNIBUS PLAN (Filed With SEC on July 28, 2017)

ITC Holdings Corp. Director Deferred Compensation Plan (Effective March 1, 2017) (Filed With SEC on July 28, 2017)

ITC HOLDINGS CORP. 2017 OMNIBUS PLAN ARTICLE I PREAMBLE AND DEFINITIONS (Filed With SEC on May 2, 2017)

Summary of Annual Incentive Plan for Executive Officers (as of February 2017) (Filed With SEC on May 2, 2017)

SERVICE-BASED UNIT AWARD AGREEMENT (Filed With SEC on May 2, 2017)

PERFORMANCE-BASED UNIT AWARD AGREEMENT (Filed With SEC on May 2, 2017)

U.S. $200,000,000 TERM LOAN CREDIT AGREEMENT dated as of March 23, 2017 ITC HOLDINGS CORP., as the Borrower, VARIOUS FINANCIAL INSTITUTIONS AND OTHER PERSONS FROM TIME TO TIME... (Filed With SEC on March 27, 2017)

U.S. $50,000,000 TERM LOAN CREDIT AGREEMENT dated as of March 23, 2017 INTERNATIONAL TRANSMISSION COMPANY, as the Borrower, VARIOUS FINANCIAL INSTITUTIONS AND OTHER PERSONS FROM... (Filed With SEC on March 27, 2017)

AMENDMENT TO THE INTERNATIONAL TRANSMISSION COMPANY MANAGEMENT SUPPLEMENTAL BENEFIT PLAN (Filed With SEC on February 16, 2017)

EMPLOYMENT AGREEMENT Gretchen L. Holloway (Filed With SEC on February 16, 2017)

Letter Agreement (Filed With SEC on February 16, 2017)

Project G479B AMENDED AND RESTATED GENERATOR INTERCONNECTION AGREEMENT entered into by and between Michigan Electric Transmission Company, LLC and Consumers Energy Company and... (Filed With SEC on November 4, 2016)

Exhibit A Form of Release GENERAL RELEASE (Filed With SEC on October 14, 2016)

Letter Agreement (Filed With SEC on October 14, 2016)

RESTRICTED STOCK AWARD AGREEMENT (2015 Long Term Incentive Plan) (Filed With SEC on July 28, 2016)

ITC HOLDINGS CORP. to WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee Third Supplemental Indenture Dated as of July 5, 2016 Supplemental to the Indenture dated as of April 18,... (Filed With SEC on July 5, 2016)

$400,000,000 ITC HOLDINGS CORP. 3.25% Notes due 2026 UNDERWRITING AGREEMENT (Filed With SEC on June 30, 2016)

Summary of Annual Corporate Performance Bonus Plan for Executives (as of February 2016) (Filed With SEC on April 28, 2016)

EIGHTH SUPPLEMENTAL INDENTURE between MICHIGAN ELECTRIC TRANSMISSION COMPANY, LLC and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. Trustee Dated as of March 31, 2016... (Filed With SEC on April 26, 2016)

AMENDMENT NO. 1 Dated as of April 07, 2016 to CREDIT AGREEMENT Dated as of March 28, 2014 (Filed With SEC on April 11, 2016)

SECOND AMENDED DISTRIBUTION-TRANSMISSION INTERCONNECTION AGREEMENT by and between ITC Midwest LLC as Transmission Owner and Interstate Power and Light Company as Local... (Filed With SEC on February 25, 2016)

ITC HOLDINGS CORP. STOCK OWNERSHIP POLICY (Filed With SEC on February 25, 2016)

AGREEMENT AND PLAN OF MERGER among FORTISUS INC., ELEMENT ACQUISITION SUB INC., FORTIS INC. and ITC HOLDINGS CORP. Dated as of February 9, 2016 (Filed With SEC on February 11, 2016)

[The remainder of this page intentionally left blank.] (Filed With SEC on February 11, 2016)

U.S. $200,000,000 TERM LOAN CREDIT AGREEMENT dated as of December 8, 2015 MICHIGAN ELECTRIC TRANSMISSION COMPANY, LLC as the Borrower, VARIOUS FINANCIAL INSTITUTIONS AND OTHER... (Filed With SEC on December 10, 2015)

Project G479B AMENDED AND RESTATED GENERATOR INTERCONNECTION AGREEMENT entered into by and between Michigan Electric Transmission Company, LLC and Consumers Energy Company and... (Filed With SEC on November 5, 2015)

ITC HOLDINGS CORP. 2015 EMPLOYEE STOCK PURCHASE PLAN (Filed With SEC on July 30, 2015)

ITC HOLDINGS CORP. 2015 LONG TERM INCENTIVE PLAN (Filed With SEC on July 30, 2015)

STOCK OPTION AGREEMENT (Filed With SEC on July 30, 2015)

RESTRICTED STOCK AWARD AGREEMENT (Filed With SEC on July 30, 2015)

PERFORMANCE SHARE AWARD AGREEMENT (Filed With SEC on July 30, 2015)

NOTICE TO OPTION HOLDERS UNDER THE SECOND AMENDED AND RESTATED 2006 LONG TERM INCENTIVE PLAN (Filed With SEC on July 30, 2015)

NOTICE TO 2014 and 2015 RESTRICTED STOCK AWARD HOLDERS UNDER THE SECOND AMENDED AND RESTATED 2006 LONG TERM INCENTIVE PLAN (Filed With SEC on July 30, 2015)

EMPLOYMENT AGREEMENT Christine Mason Soneral (Filed With SEC on July 30, 2015)

Summary of Annual Corporate Performance Bonus Plan for Executives (as of February 2015) (Filed With SEC on April 30, 2015)

RESTRICTED STOCK AWARD AGREEMENT (Filed With SEC on April 30, 2015)

Amendment and Restatement of the April 1, 2001 DISTRIBUTION-TRANSMISSION INTERCONNECTION AGREEMENT by and between Michigan Electric Transmission Company, LLC as Transmission... (Filed With SEC on April 30, 2015)

SEVENTH SUPPLEMENTAL INDENTURE between MICHIGAN ELECTRIC TRANSMISSION COMPANY, LLC and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. Trustee Dated as of December 5, 2014... (Filed With SEC on December 22, 2014)

FIRST MORTGAGE AND DEED OF TRUST ITC GREAT PLAINS, LLC TO WELLS FARGO BANK, NATIONAL ASSOCIATION Trustee Dated as of November 12, 2014 This is a future advance mortgage and... (Filed With SEC on November 26, 2014)

FIRST SUPPLEMENTAL INDENTURE TO FIRST MORTGAGE AND DEED OF TRUST ITC GREAT PLAINS, LLC TO WELLS FARGO BANK, NATIONAL ASSOCIATION Trustee Dated as of November 12, 2014... (Filed With SEC on November 26, 2014)

EMPLOYMENT AGREEMENT Rejji P. Hayes (Filed With SEC on October 30, 2014)

EMPLOYMENT AGREEMENT Rejji P. Hayes (Filed With SEC on October 29, 2014)

ITC HOLDINGS CORP. EMPLOYEE STOCK PURCHASE PLAN (Effective May 21, 2014) Table of Contents (Filed With SEC on August 6, 2014)

Amended and Restated GENERATOR INTERCONNECTION AGREEMENT by and among Michigan Electric Transmission Company, LLC and Consumers Energy Company and the Midcontinent Independent... (Filed With SEC on August 6, 2014)

NOTICE TO OPTION HOLDERS UNDER THE AMENDED AND RESTATED 2003 STOCK PURCHASE AND OPTION PLAN (Filed With SEC on August 6, 2014)

NOTICE TO OPTION HOLDERS UNDER THE SECOND AMENDED AND RESTATED 2006 LONG TERM INCENTIVE PLAN (Filed With SEC on August 6, 2014)

STOCK OPTION AGREEMENT (Filed With SEC on August 6, 2014)

RESTRICTED STOCK AWARD AGREEMENT (Filed With SEC on August 6, 2014)

SIXTH SUPPLEMENTAL INDENTURE TO FIRST MORTGAGE AND DEED OF TRUST INTERNATIONAL TRANSMISSION COMPANY TO THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. Trustee Dated as of May 23,... (Filed With SEC on June 10, 2014)

ITC HOLDINGS CORP. to WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee Second Supplemental Indenture Dated as of June 4, 2014 Supplemental to the Indenture dated as of April 18,... (Filed With SEC on June 4, 2014)

$400,000,000 ITC HOLDINGS CORP. 3.65% Senior Notes due 2024 UNDERWRITING AGREEMENT (Filed With SEC on May 29, 2014)

ITC HOLDINGS CORP. to THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee Fifth Supplemental Indenture Dated as of May 16, 2014 Supplemental to the Indenture dated as of... (Filed With SEC on May 16, 2014)

Summary of Annual Corporate Performance Bonus Plan for Executives (as of February 2014) (Filed With SEC on May 1, 2014)

AMENDED AND RESTATED GENERATOR INTERCONNECTION AGREEMENT entered into by the Midwest Independent Transmission System Operator, Inc. Michigan Electric Transmission Company and... (Filed With SEC on February 27, 2014)

AMENDED AND RESTATED GENERATOR INTERCONNECTION AGREEMENT entered into by the Midcontinent Independent System Operator, Inc. Michigan Electric Transmission Company and Consumers... (Filed With SEC on February 27, 2014)

AMENDED AND RESTATED LARGE GENERATOR INTERCONNECTION AGREEMENT entered into by Midcontinent Independent System Operator, Inc. and Interstate Power and Light Company and ITC... (Filed With SEC on February 27, 2014)

U.S. $50,000,000 TERM LOAN CREDIT AGREEMENT dated as of January 31, 2014 MICHIGAN ELECTRIC TRANSMISSION COMPANY, LLC as the Borrower, VARIOUS FINANCIAL INSTITUTIONS AND OTHER... (Filed With SEC on January 31, 2014)

U.S. $200,000,000 TERM LOAN CREDIT AGREEMENT dated as of December 20, 2013 ITC HOLDINGS CORP., as the Borrower, VARIOUS FINANCIAL INSTITUTIONS AND OTHER PERSONS FROM TIME TO TIME... (Filed With SEC on December 20, 2013)

[Signature Page Follows] (Filed With SEC on December 13, 2013)

ITC Holdings Corp. Recoupment Policy Adopted November 26, 2013 (Filed With SEC on December 2, 2013)

FIFTH SUPPLEMENTAL INDENTURE INTERNATIONAL TRANSMISSION COMPANY TO THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. Trustee Dated as of August 7, 2013 Supplementing the First... (Filed With SEC on August 16, 2013)

FIRST AMENDMENT TO THE INTERNATIONAL TRANSMISSION COMPANY EXECUTIVE SUPPLEMENTAL RETIREMENT PLAN (Filed With SEC on July 25, 2013)

ITC HOLDINGS CORP. to WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee First Supplemental Indenture Dated as of July 3, 2013 Supplemental to the Indenture dated as of April 18,... (Filed With SEC on July 3, 2013)

$550,000,000 ITC HOLDINGS CORP. 4.05% Senior Notes due 2023 5.30% Senior Notes due 2043 UNDERWRITING AGREEMENT (Filed With SEC on July 1, 2013)

U.S. $100,000,000 TERM LOAN CREDIT AGREEMENT dated as of May 30, 2013 ITC GREAT PLAINS, LLC, as the Borrower, VARIOUS FINANCIAL INSTITUTIONS AND OTHER PERSONS FROM TIME TO TIME... (Filed With SEC on June 3, 2013)

Amendment and Restatement of the April 1, 2001 DISTRIBUTION-TRANSMISSION INTERCONNECTION AGREEMENT by and between Michigan Electric Transmission Company, LLC as Transmission... (Filed With SEC on April 24, 2013)

FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENT (Filed With SEC on April 12, 2013)

AMENDED AND RESTATED GENERATOR INTERCONNECTION AGREEMENT entered into by the Midwest Independent Transmission System Operator, Inc. Michigan Electric Transmission Company and... (Filed With SEC on March 1, 2013)

U.S. $250,000,000 TERM LOAN CREDIT AGREEMENT dated as of February 15, 2013 ITC HOLDINGS CORP., as the Borrower, VARIOUS FINANCIAL INSTITUTIONS AND OTHER PERSONS FROM TIME TO TIME... (Filed With SEC on February 19, 2013)

AMENDMENT NO. 2 TO THE MERGER AGREEMENT (Filed With SEC on January 31, 2013)

EMPLOYMENT AGREEMENT Cameron M. Bready (Filed With SEC on January 23, 2013)

EMPLOYMENT AGREEMENT Joseph L. Welch (Filed With SEC on December 26, 2012)

EMPLOYMENT AGREEMENT Linda H. Blair (Filed With SEC on December 26, 2012)

EMPLOYMENT AGREEMENT Jon E. Jipping (Filed With SEC on December 26, 2012)

EMPLOYMENT AGREEMENT Daniel J. Oginsky (Filed With SEC on December 26, 2012)

RETENTION COMPENSATION AGREEMENT (Filed With SEC on December 26, 2012)

SIXTH SUPPLEMENTAL INDENTURE between MICHIGAN ELECTRIC TRANSMISSION COMPANY, LLC and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. Trustee Dated as of October 5, 2012... (Filed With SEC on October 29, 2012)

Amendment and Restatement of the April 1, 2001 DISTRIBUTION-TRANSMISSION INTERCONNECTION AGREEMENT by and between Michigan Electric Transmission Company, LLC as Transmission... (Filed With SEC on October 24, 2012)

GENERATOR INTERCONNECTION AGREEMENT (GIA) (Filed With SEC on September 25, 2012)

FORM OF DISTRIBUTION-TRANSMISSION INTERCONNECTION AGREEMENT by and between [ITC HOLDINGS CORP.] as Transmission Owner and [ENTERGY UTILITY OPCO]1 as Local Distribution Company... (Filed With SEC on September 25, 2012)

FORM OF TRUST AGREEMENT (Filed With SEC on September 25, 2012)

FORM OF REGISTRATION RIGHTS AGREEMENT by and among ENTERGY CORPORATION, ITC HOLDINGS CORP. and The Goldman Sachs Trust Company of Delaware, as Trustee Dated as of TABLE OF CONTENTS (Filed With SEC on September 25, 2012)

U.S. $200,000,000 TERM LOAN CREDIT AGREEMENT dated as of August 23, 2012 ITC HOLDINGS CORP, as the Borrower, VARIOUS FINANCIAL INSTITUTIONS AND OTHER PERSONS FROM TIME TO TIME... (Filed With SEC on August 27, 2012)

STOCK OPTION AGREEMENT (Filed With SEC on August 1, 2012)

RESTRICTED STOCK AWARD AGREEMENT (Filed With SEC on August 1, 2012)

U.S. $175,000,000 REVOLVING CREDIT AGREEMENT, dated as of May 31, 2012, ITC MIDWEST LLC as the Borrower, VARIOUS FINANCIAL INSTITUTIONS AND OTHER PERSONS FROM TIME TO TIME PARTIES... (Filed With SEC on June 1, 2012)

Summary of Annual Corporate Performance Bonus Plan (as of February 2012) (Filed With SEC on April 25, 2012)

MERGER AGREEMENT among ENTERGY CORPORATION, MID SOUTH TRANSCO LLC, ITC HOLDINGS CORP. and IBIS TRANSACTION SUBSIDIARY LLC dated as of December 4, 2011 TABLE OF CONTENTS (Filed With SEC on December 6, 2011)

SEPARATION AGREEMENT among ENTERGY CORPORATION, ITC HOLDINGS CORP., MID SOUTH TRANSCO LLC, ENTERGY ARKANSAS, INC., ENTERGY GULF STATES LOUISIANA, L.L.C., ENTERGY LOUISIANA, LLC,... (Filed With SEC on December 6, 2011)

EMPLOYEE MATTERS AGREEMENT by and among ENTERGY CORPORATION, MID SOUTH TRANSCO LLC and ITC HOLDINGS CORP. dated as of December 4, 2011 TABLE OF CONTENTS (Filed With SEC on December 6, 2011)

SIXTH SUPPLEMENTAL INDENTURE TO FIRST MORTGAGE AND DEED OF TRUST ITC MIDWEST LLC TO THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as successor to THE BANK OF NEW YORK TRUST... (Filed With SEC on December 1, 2011)

AMENDED AND RESTATED GENERATOR INTERCONNECTION AGREEMENT entered into by the Midwest Independent Transmission System Operator, Inc. Michigan Electric Transmission Company and... (Filed With SEC on October 27, 2011)

EX-101 INSTANCE DOCUMENT (Filed With SEC on July 29, 2011)

SALES AGENCY FINANCING AGREEMENT (Filed With SEC on July 27, 2011)

SECOND AMENDED AND RESTATED ITC HOLDINGS CORP. 2006 LONG TERM INCENTIVE PLAN (effective May 26, 2011) (Filed With SEC on June 1, 2011)

ITC HOLDINGS CORP. (Filed With SEC on June 1, 2011)

U.S. $200,000,000 (Filed With SEC on May 19, 2011)

U.S. $100,000,000 (Filed With SEC on May 19, 2011)

EX-101 INSTANCE DOCUMENT (Filed With SEC on April 28, 2011)

EX-101 INSTANCE DOCUMENT (Filed With SEC on February 23, 2011)

U.S. $75,000,000 (Filed With SEC on February 17, 2011)

U.S. $150,000,000 (Filed With SEC on February 17, 2011)

AMENDMENT NO. 1 (Filed With SEC on July 27, 2010)

AMENDMENT NO. 2 (Filed With SEC on July 27, 2010)

FIFTH SUPPLEMENTAL INDENTURE between MICHIGAN ELECTRIC TRANSMISSION COMPANY, LLC and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. Trustee Dated as of April 20, 2010... (Filed With SEC on May 10, 2010)

ITC Great Plains are references to ITC Great Plains, LLC, a wholly-owned subsidiary of ITC Grid Development, LLC (Filed With SEC on February 25, 2010)

FOURTH SUPPLEMENTAL INDENTURE TO FIRST MORTGAGE AND DEED OF TRUST ITC MIDWEST LLC TO THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as successor to THE BANK OF NEW YORK TRUST... (Filed With SEC on December 17, 2009)

ITC HOLDINGS CORP. (Filed With SEC on December 14, 2009)

ITC Great Plains are references to ITC Great Plains, LLC, a wholly-owned subsidiary of ITC Grid Development, LLC (Filed With SEC on February 26, 2009)

FOURTH SUPPLEMENTAL INDENTURE (Filed With SEC on December 23, 2008)

SECOND SUPPLEMENTAL INDENTURE TO FIRST MORTGAGE AND DEED OF TRUST ITC MIDWEST LLC TO THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as successor to THE BANK OF NEW YORK TRUST... (Filed With SEC on December 23, 2008)

AMENDMENT TO STOCK OPTION AGREEMENT UNDER 2003 PLAN (Filed With SEC on August 19, 2008)

AMENDMENT TO RESTRICTED STOCK AGREEMENT UNDER 2003 PLAN (Filed With SEC on August 19, 2008)

AMENDMENT TO MANAGEMENT STOCKHOLDERS AGREEMENT (Filed With SEC on August 19, 2008)

AMENDMENT TO STOCK OPTION AGREEMENTS UNDER 2006 LTIP (Filed With SEC on August 19, 2008)

AMENDMENT TO RESTRICTED STOCK AWARD AGREEMENTS UNDER 2006 LTIP (Filed With SEC on August 19, 2008)

STOCK OPTION AGREEMENT (Filed With SEC on August 19, 2008)

RESTRICTED STOCK AWARD AGREEMENT (Filed With SEC on August 19, 2008)

SALES AGENCY FINANCING AGREEMENT (Filed With SEC on June 27, 2008)

AMENDED AND RESTATED ITC HOLDINGS CORP. 2006 LONG TERM INCENTIVE PLAN (effective May 21, 2008) I. GENERAL PROVISIONS (Filed With SEC on May 23, 2008)

Deferred Stock Unit Award Agreement (Filed With SEC on May 1, 2008)

FOURTH SUPPLEMENTAL INDENTURE (Filed With SEC on March 27, 2008)

Form of Amended and Restated Executive Group Special Bonus Plan of Registrant, dated November 12, 2007 (Filed With SEC on February 29, 2008)

Form of Amended and Restated Special Bonus Plan of the Registrant, dated November 12, 2007 (Filed With SEC on February 29, 2008)

Employee Stock Purchase Plan, as amended June 8, 2007 (Filed With SEC on February 29, 2008)

Commitment Increase Supplements, dated December 27, 2007 (Filed With SEC on February 29, 2008)

FIRST MORTGAGE AND DEED OF TRUST (Filed With SEC on February 1, 2008)

FIRST SUPPLEMENTAL INDENTURE TO FIRST MORTGAGE AND DEED OF TRUST ITC MIDWEST LLC TO THE BANK OF NEW YORK TRUST COMPANY, N.A. Trustee Dated as of January 14, 2008 Supplementing the... (Filed With SEC on February 1, 2008)

U.S. $50,000,000 REVOLVING CREDIT AGREEMENT, dated as of January 29, 2008, ITC MIDWEST LLC as the Borrower, VARIOUS FINANCIAL INSTITUTIONS AND OTHER PERSONS FROM TIME TO TIME... (Filed With SEC on January 31, 2008)

ITC HOLDINGS CORP. to THE BANK OF NEW YORK TRUST COMPANY, N.A. (as successor to BNY Midwest Trust Company), as Trustee Third Supplemental Indenture Dated as of January 24, 2008... (Filed With SEC on January 25, 2008)

5,583,250 Shares (Filed With SEC on January 23, 2008)

BRIDGE LOAN AGREEMENT, (Filed With SEC on December 21, 2007)

FORM OF DISTRIBUTION-TRANSMISSION INTERCONNECTION AGREEMENT (Filed With SEC on December 21, 2007)

LARGE GENERATOR INTERCONNECTION AGREEMENT (Filed With SEC on December 21, 2007)

Note Purchase Agreement (Filed With SEC on November 1, 2007)

Revolving Credit Agreement (ITCH Credit Agreement) (Filed With SEC on April 4, 2007)

Revolving Credit Agreement (ITCH/METC Credit Agreement) (Filed With SEC on April 4, 2007)

6,826,287 Shares ITC HOLDINGS CORP. Common Stock UNDERWRITINGAGREEMENT (Filed With SEC on February 8, 2007)

ASSET SALE AGREEMENT by and between INTERSTATE POWER AND LIGHT COMPANY and ITC MIDWEST LLC Datedas of January 18, 2007 (Filed With SEC on January 24, 2007)

PARENT GUARANTY (Filed With SEC on January 24, 2007)

UNITEDSTATES OF AMERICA BEFORE THE FEDERAL ENERGY REGULATORY COMMISSION (Filed With SEC on January 23, 2007)

First Mortgage Indenture, dated as of October 10, 2006 (Filed With SEC on November 2, 2006)

First Supplemental Indenture, dated as of December 10, 2003 (Filed With SEC on November 2, 2006)

Second Supplemental Indenture, dated as of December 10, 2003 (Filed With SEC on November 2, 2006)

Credit Agreement, dated as of December 10, 2003 (Filed With SEC on November 2, 2006)

Amended and Restated Easement Agreement (Filed With SEC on November 2, 2006)

Amendment and Restatement of the April 1, 2001 Operating Agreement (Filed With SEC on November 2, 2006)

Amendment and Restatement of the April 1, 2001 Purchase and Sale Agreement (Filed With SEC on November 2, 2006)

Amendment and Restatement of the April 1, 2001 Distribution-Transmission Interconnection Agreement (Filed With SEC on November 2, 2006)

Amendment and Restatement of the April 1, 2001 Generator Interconnection Agreement (Filed With SEC on November 2, 2006)

SHAREHOLDERSAGREEMENT (Filed With SEC on October 16, 2006)

ITC HOLDINGS CORP. to THE BANK OF NEW YORK TRUST COMPANY, N.A. (as successor to BNY Midwest Trust Company), as Trustee Second Supplemental Indenture Dated as of October 10, 2006... (Filed With SEC on October 10, 2006)

Form of Restricted Stock Award Agreement (Filed With SEC on August 18, 2006)

Form of LTIP Restricted Stock Award Agreement (Filed With SEC on August 18, 2006)

Form of LTIP Stock Option Agreement (Filed With SEC on August 18, 2006)

Amendment to Management Stockholder's Agreement (Filed With SEC on August 18, 2006)

Summary of Stock Ownership Agreement (Filed With SEC on August 18, 2006)

Addendum to the International Transmission Company (Filed With SEC on May 23, 2006)

Second Amendment to the International Transmission Company (Filed With SEC on May 23, 2006)

Second Amendment to Second Supplemental Indenture, dated as of 3/24/2006 (Filed With SEC on March 30, 2006)

Third Supplemental Indenture, dated as of 3/28/2006 (Filed With SEC on March 30, 2006)

Amendment No. 1, dated as of 3/24/06 to the First Amended and Restated Revolving Credit Agreement, 1/12/2005 (Filed With SEC on March 30, 2006)

Amendment No. 1, dated as of 3/24/06 to the First Amended and Restated Revolving Credit Agreement, 1/19/2005 (Filed With SEC on March 30, 2006)

Form of First Amendment to Management Stockholder's Agreement (Filed With SEC on March 16, 2006)

Form of Restricted Stock Award Agreement (Filed With SEC on March 16, 2006)

Amendment to Executive Group Special Bonus Plan (Filed With SEC on November 3, 2005)

Form of Stock Option Agreement (Filed With SEC on November 3, 2005)

Commitment Increase Supplement, dated October 4, 2005 (Filed With SEC on October 11, 2005)

Letter Agreement, dated October 4, 2005 (Filed With SEC on October 11, 2005)

Commitment Increase Supplement, dated October 4, 2005 (Filed With SEC on October 11, 2005)

12,500,000 Shares ITC HOLDINGS CORP. Common Stock UNDERWRITING AGREEMENT (Filed With SEC on July 20, 2005)

AMENDED AND RESTATED 2003 STOCK PURCHASE ANDOPTION PLAN FOR KEY EMPLOYEES OF ITC HOLDINGS CORP. AND ITS SUBSIDIARIES (Filed With SEC on July 20, 2005)

AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INTERNATIONAL TRANSMISSION HOLDINGS LIMITED PARTNERSHIP (Filed With SEC on July 8, 2005)

TheCORPORATEplan for RetirementSM EXECUTIVE PLAN AdoptionAgreement IMPORTANTNOTE (Filed With SEC on July 8, 2005)

INTERNATIONAL TRANSMISSION COMPANY EXECUTIVE SUPPLEMENTAL RETIREMENT PLAN Effective March 1, 2003 (Filed With SEC on July 8, 2005)

TEMPORARY CERTIFICATEEXCHANGEABLE FOR DEFINITIVE ENGRAVED CERTIFICATEWHEN READY FOR DELIVERY (Filed With SEC on June 30, 2005)

FIRST AMENDMENT TO MANAGEMENT STOCKHOLDERS AGREEMENT (Filed With SEC on June 30, 2005)

FORM OF WAIVER AND AGREEMENT (Filed With SEC on June 30, 2005)

AMENDED AND RESTATED 2003 STOCK PURCHASE ANDOPTION PLAN FOR KEY EMPLOYEES OF ITC HOLDINGS CORP. AND ITS SUBSIDIARIES (Filed With SEC on June 30, 2005)

ITC HOLDINGS CORP. SPECIAL BONUS PLAN JUNE 15, 2005 (Filed With SEC on June 30, 2005)

ITC HOLDINGS CORP. EXECUTIVE GROUP SPECIAL BONUS PLAN JUNE 15, 2005 (Filed With SEC on June 30, 2005)

AMENDMENT TO SECOND SUPPLEMENTAL INDENTURE INTERNATIONAL TRANSMISSION COMPANY TO BNY MIDWEST TRUST COMPANY Trustee ____________________ Dated as of January 19, 2005... (Filed With SEC on June 10, 2005)

KohlbergKravis Roberts & Co. L.P. 9 West 57thStreet New York, New York 10019 June 1, 2005 (Filed With SEC on June 10, 2005)

TrimaranFund Management, L.L.C. 622 Third Avenue New York, New York 10017 June 1, 2005 (Filed With SEC on June 10, 2005)

InternationalTransmission Holdings Limited Partnership c/o Ironhill Transmission, LLC c/o 99 Wood Avenue South P.O. Box 5600 Woodbridge, New Jersey 07095 (Filed With SEC on June 10, 2005)

FORM OF MANAGEMENTSTOCKHOLDERS AGREEMENT (Purchased Stock and Options Only) (Filed With SEC on June 10, 2005)

ITC HOLDINGS CORP. SHORT-TERM INCENTIVE PLAN (Filed With SEC on June 10, 2005)

INTERNATIONAL TRANSMISSIONCOMPANY MANAGEMENT SUPPLEMENTAL BENEFIT PLAN (Filed With SEC on June 10, 2005)

EMPLOYMENT AGREEMENT (Joseph Welch) (Filed With SEC on June 10, 2005)

FORM OF EMPLOYMENT AGREEMENT (Name) (Filed With SEC on June 10, 2005)

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