File No. 069-00333




                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   FORM U-3A-2


              STATEMENT BY HOLDING COMPANY CLAIMING EXEMPTION UNDER
              RULE U-3A-2 FROM THE PROVISIONS OF THE PUBLIC UTILITY
                           HOLDING COMPANY ACT OF 1935


                 -----------------------------------------------
                      TO BE FILED ANNUALLY PRIOR TO MARCH 1
                 -----------------------------------------------



                             CMS ENERGY CORPORATION
                                (Name of Company)


hereby files with the Securities and Exchange Commission, pursuant to Rule 2,
its statement claiming exemption as a holding company from the provisions of the
Public Utility Holding Company Act of 1935, and submits the following
information:






February 27, 2004






                                EXPLANATORY NOTE



     This Form U-3A-2 does not contain Exhibit A relating to the consolidating
financial statements of CMS Energy Corporation and its subsidiary companies. CMS
Energy Corporation is currently completing its financial statements. As directed
by the Securities and Exchange Commission, CMS Energy Corporation will file by
April 1, 2004 a Form U-3A-2/A that will include the consolidating financial
statements on Exhibit A.









     NAME, STATE OF ORGANIZATION, LOCATION AND NATURE OF BUSINESS OF CLAIMANT
     AND EVERY SUBSIDIARY THEREOF, OTHER THAN ANY EXEMPT WHOLESALE GENERATOR
     (EWG) OR FOREIGN UTILITY COMPANY IN WHICH CLAIMANT DIRECTLY OR INDIRECTLY
     HOLDS AN INTEREST.

Claimant has listed EWGs, identified by an asterisk (*) and FUCOs, identified by
double asterisk (**) in order to maintain the continuity of the organizational
chart.

For the purpose of this filing CMS Energy will address the information requested
in section 1 under the headings of CMS Energy Corporation (Tier 1), CMS
Enterprises Company (Tier 2) and Consumers Energy Company (Tier 2). As CMS
Energy discusses in detail below, CMS Energy Corporation is the parent company
for CMS Enterprises Company and Consumers Energy Company. All ownership
interests are 100% unless indicated parenthetically to the contrary.


                            01 CMS ENERGY CORPORATION

                                    Address:
                                One Energy Plaza
                             Jackson, Michigan 49201

     CMS Energy Corporation ("CMS Energy") was duly incorporated under the laws
     of the State of Michigan in 1987. CMS Energy is an approximately $5.4
     billion (sales) energy company with subsidiaries engaged in electric
     utility operations, gas utility operations, the acquisition, development
     and operation of independent power production facilities, energy trading
     and the transportation, storage and marketing of natural gas.

     The name, state of organization and nature of business of CMS Energy's
     direct subsidiaries are described below:

02         CMS Enterprises Company

           Address:        One Energy Plaza
                           Jackson, Michigan 49201

           CMS Enterprises Company is a Michigan corporation that owns
           subsidiaries engaged in the development, acquisition and management
           of energy-related businesses and projects worldwide.

02         Consumers Energy Company

           Address:        One Energy Plaza
                           Jackson, Michigan 49201

           Consumers Energy Company is a Michigan corporation engaged in the
           generation, purchase, distribution and sale of electricity, and in
           the purchase, storage, distribution and sale of natural gas, in the
           lower peninsula of the State of Michigan.





THE NAME, STATE OF ORGANIZATION AND NATURE OF BUSINESS OF EACH SUBSIDIARY AND
THEIR SUBSIDIARIES ARE DESCRIBED BELOW:


                           02 CMS ENTERPRISES COMPANY

                                    Address:
                                One Energy Plaza
                             Jackson, Michigan 49201

03              CMS Business Development LLC

                Address:        One Energy Plaza
                                Jackson, Michigan 49201

                CMS Business Development LLC is a Texas limited liability
                company formed as a holding company for employees engaged in the
                business of project development in North America, effective
                January 1, 2002.

03              CMS Capital, L.L.C.

                Address:        One Energy Plaza
                                Jackson, Michigan 49201

                CMS Capital, L.L.C. is a Michigan limited liability company
                formed to assist in securing financing for CMS Energy
                Corporation and its subsidiaries and affiliates.

04                    CMS Capital Financial Services, Inc.

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS Capital Financial Services, Inc. is a Michigan
                      corporation engaged in the business of making loans to
                      homeowners and small businesses for energy related goods
                      or services.

04                    EnerBank, USA

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      EnerBank, USA is a Utah corporation engaged in the
                      business of an "industrial loan corporation" to issue
                      thrift certificates of deposit and thrift savings accounts
                      for the payment of money, to issue capital notes or
                      debentures to receive payments with or without allowance
                      for interest.






03              CMS Comercializadora de Energia S.A. (98.52%)

                Address:  Edificio Torre Catalinas Plaza, Ing. Enrique Butty 220
                          8 Piso (Av. E. Madero Alt. 800/900) (1300)
                          Buenos Aires, Argentina

                CMS Comercializadora de Energia S.A. is an Argentine corporation
                engaged in gas and electric marketing operations in Argentina.

03              *CMS Distributed Power, L.L.C.

                Address:  One Energy Plaza
                          Jackson, Michigan 49201

                CMS Distributed Power, L.L.C is a Michigan limited liability
                company formed for the purpose of aggregating the output from
                multiple generators to have power available on demand.

03              CMS Energy Asia Private Limited (Singapore)

                Address:  Block 94C #09-2391 Bedok
                          North Avenue 4
                          Singapore 462094

                CMS Energy Asia Private Limited is a Singapore corporation
                involved in the development of electrical generation and
                distribution opportunities, gas transmission, storage and
                distribution opportunities, electrical and gas marketing
                opportunities and development opportunities in Asia and the
                Pacific Rim.

04                    CMS Energy India Pte Ltd (India) (99%)

                      Address:       Oxford Center, 1st Floor #66
                                     Sir C P Ramaswamy Road
                                     Alwarpet, Chennai 600 018 India

                      CMS Energy India Private Limited is an Indian corporation
                      formed to pursue development opportunities in India.

03              CMS Energy India Pte Ltd (India) (1%)

                Address:        Oxford Center, 1st Floor #66
                                Sir C P Ramaswamy Road
                                Alwarpet, Chennai 600 018 India

                CMS Energy India Private Limited is an Indian corporation formed
                to pursue development opportunities in India.




03              CMS Energy South America Company

                Address:        One Energy Plaza
                                Jackson, Michigan 49201

                CMS Energy South America Company is a Cayman Islands corporation
                formed to provide for consolidation of the development expenses
                and activity in Argentina and Brazil.

04                    CMS Enterprises Development Company S.A. (99.99%)

                      Address:       Edificio Torre Catalinas Plaza, Ing.
                                     Enrique Butty 220
                                     8(Degree) Piso (Av. E. Madero Alt.
                                     800/900) (1300)
                                     Buenos Aires, Argentina

                      CMS Enterprises Development Company S.A. is an Argentine
                      corporation formed to handle development work in
                      Argentina.

03              CMS Energy UK Limited

                Address:      One Energy Plaza
                              Jackson, Michigan 49201

                CMS Energy UK Limited is a United Kingdom limited liability
                company involved in the development of energy-related businesses
                and projects in Europe, Africa and the Middle East.

03              CMS Enterprises Development, L.L.C.

                Address:      One Energy Plaza
                              Jackson, Michigan 49201

                CMS Enterprises Development, L.L.C. is a Michigan limited
                liability company formed to invest in various projects.

03              CMS Enterprises Holding Company S.A. (99.99%)

                Address:      Edificio Torre Catalinas Plaza
                              Ing. Enrique Butty 220
                              8(Degree) Piso (Av. E. Madero Alt. 800/900) (1300)
                              Buenos Aires, Argentina

                CMS Enterprises Holding Company S.A. is an Argentine corporation
                formed as a holding corporation.

03              CMS Gas Transmission Company

                Address:        One Energy Plaza
                                Jackson, Michigan 49201





                CMS Gas Transmission Company is a Michigan corporation organized
                to engage in the transmission, storage and processing of natural
                gas.

04                    Atlantic Methanol Capital Company (50%)

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      Atlantic Methanol Capital Company is a Cayman Islands
                      corporation formed to assist in the financing relating to
                      an Equatorial Guinea methanol plant that has subsequently
                      been sold.

05                         CMS Methanol Company (40%)

04                    CMS Energy Investment L.L.C. (70%)

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS Energy Investment L.L.C. is a Delaware limited
                      liability company that acts as a holding company of CMS
                      Energy's interests in the Loy Yang and Michigan Gas
                      Transmission assets.

05                         CMS Antrim Gas LLC

                           Address:        One Energy Plaza
                                           Jackson, Michigan 49201

                           CMS Antrim Gas LLC is a Michigan limited liability
                           company formed for the purpose of owning and
                           operating the central carbon dioxide removal plant in
                           Otsego County, Michigan.

05                         CMS Bay Area Pipeline, LLC

                           Address:        One Energy Plaza
                                           Jackson, Michigan 49201

                           CMS Bay Area is a Michigan limited liability company
                           formed for the purpose of limiting and avoiding
                           confusion with the pipeline system owned by MCN.

05                         CMS Grands Lacs LLC

                           Address:        One Energy Plaza
                                           Jackson, Michigan 49201

                           CMS Grands Lacs LLC is a Michigan limited liability
                           company and owner of various natural gas pipelines in
                           Northern Michigan.




05                         CMS Jackson L.L.C.

                           Address:        One Energy Plaza
                                           Jackson, Michigan 49201

                           CMS Jackson L.L.C. is a Michigan limited liability
                           company involved as a 75% General Partner in Jackson
                           Pipeline Company, a Michigan general partnership.

05                         CMS Litchfield LLC

                           Address:        One Energy Plaza
                                           Jackson, Michigan 49201

                           CMS Litchfield LLC is a Michigan limited liability
                           company that holds interests in the Litchfield
                           Pipeline project.

05                         CMS Special Member Company

                           Address:        One Energy Plaza
                                           Jackson, Michigan 49201

                           CMS Special Member Company is a Delaware corporation
                           which is a special member of: CMS Energy Investment
                           L.L.C., Loy Yang Holdings No. 1 LLC, Loy Yang
                           Holdings No. 2 LLC, Loy Yang Holdings No. 3 LLC and
                           Loy Yang Holdings No. 4 LLC.

05                         Loy Yang Holdings No. 1 LLC (86%)

                           Address:        One Energy Plaza
                                           Jackson, Michigan 49201

                           Loy Yang Holdings No. 1 LLC is a Delaware limited
                           liability company that holds a beneficial interest in
                           a trust that owns an interest in the Loy Yang
                           project.

06                              Loy Yang Holdings Unit Trust No. 1 LLC (50%)

                                Address:        One Energy Plaza
                                                Jackson, Michigan 49201

                                Loy Yang Holdings Unit Trust No. 1 LLC is a
                                Delaware limited liability company that acts as
                                a trustee of a trust involved in the Loy Yang
                                project.

07                                   CMS Generation Investment Company I (50%)

                                     Address:        One Energy Plaza
                                                     Jackson, Michigan 49201








                                     CMS Generation Investment Company I is a
                                     Cayman Islands corporation involved as a
                                     holding company for CMS Generation Co.'s
                                     overseas investments that engage in the
                                     construction, ownership or operation of the
                                     Loy Yang power project.

08                                         CMS Generation Loy Yang Holdings 1
                                           Ltd.

09                                              **Horizon Energy Holdings Ltd.

10                                                   **Loy Yang Power Partners
                                                     (24.63%)

10                                                   Loy Yang Power Projects Pty
                                                     Ltd (24.6%)

10                                                   Loy Yang Power Management
                                                     Pty Ltd (24.6%)

08                                         CMS Generation Loy Yang Holdings 2
                                           Ltd.

09                                              **CMS Generation Horizon Energy
                                                Holdings Ltd.

10                                                   Loy Yang Power Management
                                                     Pty Ltd (25%)

10                                                   **Loy Yang Power Partners
                                                     (25%)

10                                                   Loy Yang Power Projects Pty
                                                     Ltd (25%)

05                         Loy Yang Holdings No. 2 LLC (86%)

                           Address:        One Energy Plaza
                                           Jackson, Michigan 49201

                           Loy Yang Holdings No. 2 LLC is a Delaware limited
                           liability company that holds a beneficial interest in
                           a trust that owns an interest in the Loy Yang
                           project.

06                              Loy Yang Holdings Unit Trust No. 1 LLC (50%)

                                Address:        One Energy Plaza
                                                Jackson, Michigan 49201

                                Loy Yang Holdings Unit Trust No. 1 LLC is a
                                Delaware limited liability company that acts as
                                a trustee of a trust involved in the Loy Yang
                                project.

07                                   CMS Generation Investment Company I (50%)

                                     Address:        One Energy Plaza
                                                     Jackson, Michigan 49201

                                     CMS Generation Investment Company I is a
                                     Cayman Islands corporation involved as a
                                     holding company for CMS Generation Co.'s
                                     overseas investments that engage in the
                                     construction, ownership or operation of the
                                     Loy Yang power project.




08                                         CMS Generation Loy Yang Holdings 1
                                           Ltd.

09                                              **Horizon Energy Holdings Ltd.

10                                                   **Loy Yang Power Partners
                                                     (24.63%)

10                                                   Loy Yang Power Projects Pty
                                                     Ltd (24.6%)

10                                                   Loy Yang Power Management
                                                     Pty Ltd (24.6%)

08                                         CMS Generation Loy Yang Holdings 2
                                           Ltd.

09                                              **CMS Generation Horizon Energy
                                                Holdings Ltd.

10                                                   Loy Yang Power Management
                                                     Pty Ltd (25%)

10                                                   **Loy Yang Power Partners
                                                     (25%)

10                                                   Loy Yang Power Projects Pty
                                                     Ltd (25%)

05                         Loy Yang Holdings No. 3 LLC (86%)

                           Address:        One Energy Plaza
                                           Jackson, Michigan 49201

                           Loy Yang Holdings No. 3 LLC is a Delaware limited
                           liability company that holds a beneficial interest in
                           a trust that owns an interest in the Loy Yang
                           project.

06                              Loy Yang Holdings Unit Trust No. 2 LLC (50%)

                                Address:        One Energy Plaza
                                                Jackson, Michigan 49201

                                Loy Yang Holdings Unit Trust No. 2 LLC is a
                                Delaware limited liability company that acts as
                                a trustee of a trust involved in the Loy Yang
                                project.

07                                   CMS Generation Investment Company I (50%)

                                     Address:        One Energy Plaza
                                                     Jackson, Michigan 49201

                                     CMS Generation Investment Company I is a
                                     Cayman Islands corporation involved as a
                                     holding company for CMS Generation Co.'s
                                     overseas investments that engage in the
                                     construction, ownership or operation of the
                                     Loy Yang power project.

08                                         CMS Generation Loy Yang Holdings 1
                                           Ltd.








09                                              **Horizon Energy Holdings Ltd.

10                                                   **Loy Yang Power Partners
                                                     (24.63%)

10                                                   Loy Yang Power Projects Pty
                                                     Ltd (24.6%)

10                                                   Loy Yang Power Management
                                                     Pty Ltd (24.6%)

08                                         CMS Generation Loy Yang Holdings 2
                                           Ltd.

09                                              **CMS Generation Horizon Energy
                                                Holdings Ltd.

10                                                   Loy Yang Power Management
                                                     Pty Ltd (25%)

10                                                   **Loy Yang Power Partners
                                                     (25%)

10                                                   Loy Yang Power Projects Pty
                                                     Ltd (25%)

05                         Loy Yang Holdings No. 4 LLC (86%)

                           Address:        One Energy Plaza
                                           Jackson, Michigan 49201

                           Loy Yang Holdings No. 4 LLC is a Delaware limited
                           liability company that holds a beneficial interest in
                           a trust that owns an interest in the Loy Yang
                           project.

06                              Loy Yang Holdings Unit Trust No. 2 LLC (50%)

                                Address:        One Energy Plaza
                                                Jackson, Michigan 49201

                                Loy Yang Holdings Unit Trust No. 2 LLC is a
                                Delaware limited liability company that acts as
                                a trustee of a trust involved in the Loy Yang
                                project.

07                                   CMS Generation Investment Company I (50%)

                                     Address:        One Energy Plaza
                                                     Jackson, Michigan 49201

                                     CMS Generation Investment Company I is a
                                     Cayman Islands corporation involved as a
                                     holding company for CMS Generation Co.'s
                                     overseas investments that engage in the
                                     construction, ownership or operation of the
                                     Loy Yang power project.

08                                         CMS Generation Loy Yang Holdings 1
                                           Ltd.

09                                              **Horizon Energy Holdings Ltd.

10                                                   **Loy Yang Power Partners
                                                     (24.63%)




10                                                   Loy Yang Power Projects Pty
                                                     Ltd (24.6%)

10                                                   Loy Yang Power Management
                                                     Pty Ltd (24.6%)

08                                         CMS Generation Loy Yang Holdings 2
                                           Ltd.

09                                              **CMS Generation Horizon Energy
                                                Holdings Ltd.

10                                                   Loy Yang Power Management
                                                     Pty Ltd (25%)

10                                                   **Loy Yang Power Partners
                                                     (25%)

10                                                   Loy Yang Power Projects Pty
                                                     Ltd (25%)

04                    CMS Gas Argentina Company

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS Gas Argentina Company is a Cayman Islands corporation
                      with an equity interest in Transportadora de Gas del Norte
                      S.A., an Argentine corporation, which provides natural gas
                      transmission services to the northern and central parts of
                      Argentina.

05                         Servicios de Aguas de Chile CMS y Compania Limitada
                           (.01%)

05                         Transportadora de Gas del Norte S.A. (TGN) (29.42%)

04                    CMS Gas Offshore Investment Ltd.

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS Gas Offshore Investment Ltd. is a Cayman Islands
                      corporation formed for the purposes of financing,
                      procurement, rehabilitation, upgrading, extension,
                      ownership, operation and maintenance of existing power
                      generation and seawater desalination project at the
                      Taweelah complex in Abu Dhabi.

04                    CMS International Ventures, L.L.C. (37.01%)
                      (See CMS Enterprises for list of subsidiaries)

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS International Ventures, L.L.C. is a Michigan limited
                      liability company, formed to own, manage and sell certain
                      of CMS Energy's international investments.



04                    CMS Saginaw Bay Lateral Company

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS Saginaw Bay Lateral Company is a Michigan corporation
                      that holds the interest in lateral lines off the Saginaw
                      Bay Pipeline systems.

04                    CMS TriState Canada General Company

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS TriState Canada General Company is a Michigan
                      corporation formed to hold a 1% General Partner interest
                      in TriState Canada Limited Partnership, a Canadian
                      partnership, which holds TriState Pipeline assets in
                      Canada.

04                    Nitrotec Corporation (50%)

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      Nitrotec Corporation is a Delaware corporation formed to
                      invest in plants that extract helium from natural gas.

03              CMS Generation Co.

                Address:        One Energy Plaza
                                Jackson, Michigan 49201

                CMS Generation Co. is a Michigan corporation engaged in the
                development of and investment in cogeneration and other
                independent power generation projects, both domestic and
                foreign.

04                    CMS Centrales Termicas S.A. (99%)

                      Address:       Edificio Torre Catalinas Plaza, Ing.
                                     Enrique Butty 220
                                     8 Piso (Av. E. Madero Alt. 800/900) (1300)
                                     Buenos Aires, Argentina

                      CMS Centrales Termicas S.A. is an Argentine corporation
                      formed to own an interest in a 240 MW natural gas/fuel
                      oil-fired electric power plant near Mendoza, Argentina.

05                         Cuyana S.A. de Inversiones (1%)

06                              *Centrales Termicas Mendoza, S.A. (92.6%)



04                    CMS Generation Altoona Company

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS Generation Altoona Company is a Michigan corporation
                      that is currently inactive.

04                    CMS Generation Cebu Operating Limited Duration Company
                      (99%)

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS Generation Cebu Operating Limited Duration Company is
                      a Cayman Islands entity that is currently inactive.

04                    CMS Generation Chateaugay Company

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS Generation Chateaugay Company is a Michigan
                      corporation that is currently inactive.

04                    CMS Generation Filer City, Inc.

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS Generation Filer City, Inc. is a Michigan corporation
                      involved as a 50% General Partner in the T.E.S. Filer City
                      Station Limited Partnership, a Michigan limited
                      partnership that is the owner of the 54 megawatt (net)
                      wood chip and coal-fired electric generating station in
                      Filer City, Michigan.

04                    CMS Generation Filer City Operating Company

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS Generation Filer City Operating Company is a Michigan
                      corporation formed to operate a coal and waste wood-fueled
                      power plant near Filer City, Michigan owned by the T.E.S.
                      Filer City Station Limited Partnership.

04                    CMS Generation Genesee Company

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS Generation Genesee Company is a Michigan corporation
                      involved as a 1% General Partner in the Genesee Power
                      Station Limited Partnership, a Delaware limited
                      partnership, which owns and



                      operates a 35-megawatt (net) waste wood-fired electric
                      generating facility located in Genesee County, Michigan.

05                         Genesee Power Station Limited Partnership (1%)

06                              GPS Newco, L.L.C (50%)

04                    CMS Generation Grayling Company

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS Generation Grayling Company is a Michigan corporation
                      involved as a 1% General Partner in Grayling Generating
                      Station Limited Partnership, a Michigan limited
                      partnership, that owns a 36-megawatt (net) waste
                      wood-fueled power plant in Grayling, Michigan. Grayling
                      Generating Station Limited Partnership owns GGS Holdings
                      Company, a Michigan corporation, which is a .5% General
                      Partner in AJD Forest Products Limited Partnership, a
                      Michigan limited partnership, that operates a sawmill
                      adjacent to the Grayling Generating Station and also
                      supplies waste wood fuel to Grayling Generating Station.
                      Grayling Generating Station Limited Partnership is a 49.5%
                      Limited Partner in AJD Forest Products Limited
                      Partnership.

05                         Grayling Generating Station Limited Partnership (1%)

06                              GGS Holdings Company

05                         Grayling Partners Land Development, L.L.C. (1%)

04                    CMS Generation Honey Lake Company

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS Generation Honey Lake Company is a Michigan
                      corporation with a General Partnership interest and a
                      Limited Partnership interest in H L Power Company, a
                      California limited partnership that uses waste wood and
                      geothermal fluid to generate a 30-megawatt (net) electric
                      generating station in Lassan County, California. It is
                      also involved as General Partner in Honey Lake Energy I
                      LP, and Honey Lake Energy II LP, both Michigan limited
                      partnerships formed to own limited partnership interests
                      in H L Power Company.

05                         Honey Lake Energy I L.P. (99%)

06                              H L Power Company (18.65%)

05                         Honey Lake Energy II L.P. (99%)

06                              H L Power Company (18.65%)

05                         H L Power Company (.5%)




04                    CMS International Ventures, L.L.C. (21.02%)
                      (See CMS Enterprises for list of subsidiaries)

04                    CMS Generation Lyonsdale Company

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS Generation Lyonsdale Company is a Michigan corporation
                      that is currently inactive.

04                    CMS Generation Grayling Holdings Company

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS Generation Grayling Holdings Company is a Michigan
                      corporation involved as a 49% Limited Partner in Grayling
                      Generating Station Limited Partnership, a Michigan limited
                      partnership. Grayling Generating Station Limited
                      Partnership owns GGS Holdings Company, a Michigan
                      corporation that owns a .5% General Partner interest in
                      AJD Forest Products Limited Partnership, a Michigan
                      limited partnership.

05                         Grayling Generating Station Limited Partnership (49%)

06                              GGS Holdings Company

05                         Grayling Partners Land Development LLC (49%)

04                    CMS Generation Holdings Company

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS Generation Holdings Company is a Michigan corporation
                      involved as a limited partner in various proposed
                      partnerships.

05                         CMS Centrales Termicas S.A.  (1%)

05                         Genesee Power Station Limited Partnership (.5%)

06                              GPS Newco, L.L.C. (50%)

05                         GPS Newco, L.L.C. (50%)

05                         CMS Generation, S.R.L. (.01%)

06                              *Hidroelectrica El Chocon S.A. (2.48%)



06                              Hidroinvest S.A. (25%)

07                                   *Hidroelectrica El Chocon S.A. (59%)

05                         Moose River Properties (50%)

05                         *CMS Ensenada S.A. (1%)

05                         CMS Operating, S.R.L. (.001%)

05                         Metro East, L.L.C. (50%)

05                         McCook Cogeneration Station, L.L.C (50%)

04                    Dearborn Industrial Energy, L.L.C.

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      Dearborn Industrial Energy, L.L.C. is a Michigan limited
                      liability company formed to hold the ownership interest in
                      Dearborn Industrial Generation, L.L.C. and to obtain an
                      air permit for the Dearborn Industrial Generation Project.

05                         *Dearborn Industrial Generation, L.L.C.

04                    *Dearborn Generation Operating, L.L.C.

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      Dearborn Generation Operating, L.L.C. is a Michigan
                      limited liability company formed to operate the
                      cogeneration facility located at the Ford Rouge plant.

04                    CMS Generation Investment Company IV

05                         CMS Generation Investment Company II

06                              CMS Generation Jorf Lasfar I Limited Duration
                                Company (65%)

07                                   Jorf Lasfar Handelsbolag (50%)

07                                   Jorf Lasfar I HB (50%)

07                                   Jorf Lasfar Power Energy HB (50%)

06                              CMS Generation Jorf Lasfar II Limited Duration
                                (65%)

07                                   Jorf Lasfar Handelsbolag (50%)








07                                   Jorf Lasfar I HB (50%)

07                                   Jorf Lasfar Power Energy HB (50%)

06                              CMS Generation Cebu Operating Limited Duration
                                Company (1%)

06                              CMS Generation Jegurupadu I Limited Duration
                                Company (1%)

07                                   Jegurupadu O&M Company Mauritius (50%)

08                                         *Jegurupadu Operating & Maintenance
                                           Company (60%)

06                              CMS Generation Jegurupadu II Limited Duration
                                Company (1%)

07                                   Jegurupadu O&M Company Mauritius (50%)

08                                         *Jegurupadu Operating and Maintenance
                                           Company (60%)

06                              CMS Generation Pinamucan Limited Duration
                                Company (1%)

06                              CMS Generation Pinamucan Operating Limited
                                Duration Company (1%)

05                         CMS Generation Jorf Lasfar III Limited Duration
                           Company (50%)

05                         CMS Generation Luxembourg II S.a.r.l.

06                              CMS Generation Luxembourg S.a.r.l.

07                                   CMS Generation Netherlands B.V.

08                                         Jorf Lasfar Energlaktiebolag

09                                              *Jorf Lasfar Energy Company
                                                (25%)

08                                         Jorf Lasfar Power Energy Aktiebolag

09                                              *Jorf Lasfar Energy Company
                                                (23%)

05                         CMS Generation Jorf Lasfar I Limited Duration Company
                           (35%)

06                              Jorf Lasfar Handelsbolag (50%)

07                                   *Jorf Lasfar Energy Company (2%)

05                         CMS Generation Jorf Lasfar II Limited Duration
                           Company (35%)

06                              Jorf Lasfar Handelsbolag (50%)




07                                   *Jorf Lasfar Energy Company (2%)

04                    CMS Generation Investment Company VI

05                         CMS Takoradi Investment Company

06                              CMS Takoradi Investment Company II

07                                   *Takoradi International Company (Ghana)
                                     (90%)

04                    CMS Generation Investment Company VII

05                         CMS Generation Taweelah Limited

06                              **Emirates CMS Power Company (40%)

07                                   Taweelah Shared Facilities Company LLC
                                     (17%)

05                         CMS Jubail Investment Company I

06                              *Jubail Energy Company (25%)

05                         Shuweihat General Partner Company (50%)

06                              Shuweihat Limited Partnership (1%)

07                                   *Shuweihat CMS International Power Company
                                     (UAE) (40%)

05                         Shuweihat Limited Partnership (49.5%)

06                              *Shuweihat CMS International Power Company (UAE)
                                (40%)

05                         *Shuweihat O&M Limited Partnership (49.5%)

05                         Shuweihat O&M General Partner Company (50%)

06                              *Shuweihat O&M Limited Partnership (1%)

05                         Servicios de Aguas de Chile CMS y Compania Limitada
                           (99.99%)

05                         *CMS (India) Operations & Maintenance Company Private
                           Limited (1%)





04                    CMS Generation Montreal Company

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS Generation Montreal Company is a Michigan corporation
                      that is currently inactive.

04                    *CMS Generation Operating Company

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS Generation Operating Company is a New York corporation
                      involved in the operation of various power plants
                      throughout the United States.

04                    CMS Generation Recycling Company

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS Generation Recycling Company is a Michigan corporation
                      that owns 50% of Mid-Michigan Recycling, L.L.C.
                      Mid-Michigan Recycling, L.L.C. was created to be involved
                      in supplying waste wood fuel for the Genesee Power Station
                      Limited Partnership.

05                         Mid-Michigan Recycling, L.L.C. (50%)

04                    *CMS International Operating Company

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS International Operating Company is a Cayman Islands
                      corporation, formed to own and control project operating
                      and maintenance companies.

05                         CMS Generation UK Operating Private Limited

06                              Jorf Lasfar Aktiebolag

07                                   *CMS Morocco Operating Co., S.C.A. (99.7%)

05                         *CMS (India) Operations & Maintenance Company Private
                           Limited (99%)

05                         CMS Generation Jorf Lasfar III Limited Duration
                           Company (50%)



04                    *CMS Generation Michigan Power L.L.C.

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      CMS Generation Michigan Power L.L.C. is a Michigan limited
                      liability company formed to own generating units which are
                      to be sited in Michigan for the purpose of generating
                      power during peak demand periods.

04                    Exeter Management Company

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      Exeter Management Company is a Connecticut corporation
                      involved as the General Partner in the Exeter Energy
                      Limited Partnership, which owns and operates the 29.8MW
                      tire-fueled cogeneration plant in Sterling, Connecticut.

04                    *Hidroelectrica El Chocon S.A. (2.48%)

                      Address:  8311 Neuquen
                                Neuquen Province
                                Villa El Chocon
                                Argentina

                      Hidroelectrica El Chocon S.A. is an Argentine company,
                      which holds a thirty-year concession to operate two
                      hydroelectric power plants in Argentina.

04                    Honey Lake I, L.P. (1%)

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      Honey Lake I, L.P. is a California limited partnership
                      created to participate as a 24.75% limited partner in the
                      cogeneration facility at Honey Lake, California.

05                         H L Power Company (18.65%)

04                    Honey Lake II, L.P. (1%)

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      Honey Lake II, L.P. is a California limited partnership
                      created to participate as a 24.75% limited partner in the
                      cogeneration facility at Honey Lake, California.



05                         H L Power Company (18.65%)

04                    HYDRA-CO Enterprises, Inc.

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      HYDRA-CO Enterprises, Inc. is a New York corporation
                      involved in the management and operation of various power
                      plants. The plants are fueled by coal, natural gas, waste
                      wood and water (hydro). It also has construction
                      management responsibility for a 60MW diesel-fueled power
                      plant in Jamaica.

05                         Caribbean Electric Power (40%)

05                         CMS Generation Operating Company II, Inc.

06                              HCO-Jamaica, Inc.

07                                   *Private Power Operators Limited (99%)

05                         CMS Generation Stratton Company

05                         HCE-Biopower, Inc.

05                         HCE-Jamaica Development, Inc.

05                         HCE-Rockfort Diesel, Inc.

06                              *Jamaica Private Power Company, Limited (45.07%)

06                              *Private Power Operators Limited (1%)

05                         HYDRA-CO Generation, Inc.

05                         Little Falls Hydropower Associates (33.33%)

05                         Lock 17  Management Group (33.33%)

05                         Lock 17 Group (33.33%)

05                         New Bern Energy Recovery, Inc.

05                         Jamaica Energy Team Limited (59.7%)



04            Loy Yang Holdings No. 1 LLC (14%)

              Address:   One Energy Plaza
                         Jackson, Michigan 49201

              Loy Yang Holdings No. 1 LLC is a Delaware limited liability
              company that holds a beneficial interest in a trust that owns an
              interest in the Loy Yang Project.

05                Loy Yang Holdings Unit Trust No. 1 LLC (50%)

                  Address:  One Energy Plaza
                            Jackson, Michigan 49201

                  Loy Yang Holdings Unit Trust No. 1 LLC is a Delaware limited
                  liability company that acts as a trustee of a trust involved
                  in the Loy Yang project.

06                    CMS Generation Investment Company I (50%)

                      Address:  One Energy Plaza
                                Jackson, Michigan 49201

                      CMS Generation Investment Company I is a Cayman Islands
                      corporation involved as a holding company for CMS
                      Generation Co.'s overseas investments that engage in the
                      construction, ownership or operation of the Loy Yang power
                      project.

07                        CMS Generation Loy Yang Holdings 1 Ltd.

08                            **Horizon Energy Holdings Ltd.

09                               **Loy Yang Power Partners (24.63%)

09                               Loy Yang Power Projects Pty Ltd (24.6%)

09                               Loy Yang Power Management Pty Ltd (24.6%)

07                        CMS Generation Loy Yang Holdings 2 Ltd.

08                            **CMS Generation Horizon Energy Holdings Ltd.

09                               Loy Yang Power Management Pty Ltd (25%)

09                               **Loy Yang Power Partners (25%)

09                               Loy Yang Power Projects Pty Ltd (25%)



04            Loy Yang Holdings No. 2 LLC (14%)

              Address:  One Energy Plaza
                        Jackson, Michigan 49201

              Loy Yang Holdings No. 2 LLC is a Delaware limited liability
              company that holds a beneficial interest in a trust that owns an
              interest in the Loy Yang project.

05               Loy Yang Holdings Unit Trust No. 1 LLC (50%)

                 Address:  One Energy Plaza
                           Jackson, Michigan 49201

                 Loy Yang Trust Management No. 1 LLC is a Delaware limited
                 liability company that acts as a trustee of a trust involved
                 in the Loy Yang project.

06                  CMS Generation Investment Company I (50%)

                    Address:  One Energy Plaza
                              Jackson, Michigan 49201

                    CMS Generation Investment Company I is a Cayman Islands
                    corporation involved as a holding company for CMS Generation
                    Co.'s overseas investments that engage in the construction,
                    ownership or operation of the Loy Yang power project.

07                    CMS Generation Loy Yang Holdings 1 Ltd.

08                       **Horizon Energy Holdings Ltd.

09                          **Loy Yang Power Partners (24.63%)

09                          Loy Yang Power Projects Pty Ltd (24.6%)

09                          Loy Yang Power Management Pty Ltd (24.6%)

07                       CMS Generation Loy Yang Holdings 2 Ltd.

08                          **CMS Generation Horizon Energy Holdings Ltd.

09                             Loy Yang Power Management Pty Ltd (25%)

09                             **Loy Yang Power Partners (25%)

09                             Loy Yang Power Projects Pty Ltd (25%)


04            Loy Yang Holdings No. 3 LLC (14%)

              Address:  One Energy Plaza
                        Jackson, Michigan 49201

              Loy Yang Holdings No. 3 LLC is a Delaware limited liability
              company that holds a beneficial interest in a trust that owns an
              interest in the Loy Yang project.

05                 Loy Yang Holdings Unit Trust No. 2 LLC (50%)

                   Address:  One Energy Plaza
                             Jackson, Michigan 49201

                   Loy Yang Holdings Unit Trust No. 2 LLC is a Delaware limited
                   liability company that acts as a trustee of a trust involved
                   in the Loy Yang project.

06                      CMS Generation Investment Company I (50%)

                        Address:  One Energy Plaza
                                  Jackson, Michigan 49201

                        CMS Generation Investment Company I is a Cayman
                        Islands corporation involved as a holding
                        company for CMS Generation Co.'s overseas
                        investments that engage in the construction,
                        ownership or operation of the Loy Yang power
                        project.

07                           CMS Generation Loy Yang Holdings 1 Ltd.

08                                **Horizon Energy Holdings Ltd.

09                                     **Loy Yang Power Partners (24.63%)

09                                     Loy Yang Power Projects Pty Ltd (24.6%)

09                                     Loy Yang Power Management Pty Ltd (24.6%)

07                           CMS Generation Loy Yang Holdings 2 Ltd.

08                                 **CMS Generation Horizon Energy Holdings Ltd.

09                                     Loy Yang Power Management Pty Ltd (25%)

09                                     **Loy Yang Power Partners (25%)

09                                     Loy Yang Power Projects Pty Ltd (25%)

04            Loy Yang Holdings No. 4 LLC (14%)

              Address:  One Energy Plaza
                        Jackson, Michigan 49201

              Loy Yang Holdings No. 4 LLC is a Delaware limited liability
              company that holds a beneficial interest in a trust that owns an
              interest in the Loy Yang project.

05               Loy Yang Holdings Unit Trust No. 2 LLC

                 Address:  One Energy Plaza
                           Jackson, Michigan 49201

                 Loy Yang Holdings Unit Trust No. 2 LLC is a Delaware limited
                 liability company that acts as a trustee of a trust involved
                 in the Loy Yang project.

06                    CMS Generation Investment Company I (50%)

                      Address:  One Energy Plaza
                                Jackson, Michigan 49201

                      CMS Generation Investment Company I is a Cayman
                      Islands corporation involved as a holding
                      company for CMS Generation Co.'s overseas
                      investments that engage in the construction,
                      ownership or operation of the Loy Yang power
                      project.

07                         CMS Generation Loy Yang Holdings 1 Ltd.

08                               **Horizon Energy Holdings Ltd.

09                                    **Loy Yang Power Partners (24.63%)

09                                    Loy Yang Power Projects Pty Ltd (24.6%)

09                                    Loy Yang Power Management Pty Ltd (24.6%)

07                         CMS Generation Loy Yang Holdings 2 Ltd.

08                               **CMS Generation Horizon Energy Holdings Ltd.

09                                    Loy Yang Power Management Pty Ltd (25%)

09                                    **Loy Yang Power Partners (25%)

09                                    Loy Yang Power Projects Pty Ltd (25%)


04            Loy Yang Trust Management No. 1 LLC

              Address:  One Energy Plaza
                        Jackson, Michigan 49201

              Loy Yang Trust Management No. 1 LLC is a Delaware limited
              liability company that acts as an institutional manager for the
              trustees of trusts involved in the Loy Yang project.

04            Loy Yang Trust Management No. 2 LLC

              Address:  One Energy Plaza
                        Jackson, Michigan 49201

              Loy Yang Trust Management No. 2 LLC is a Delaware limited
              liability company that acts as an institutional manager for
              the trustees of trusts involved in the Loy Yang project.

04            McCook Cogeneration Station, L.L.C. (50%)

              Address:  One Energy Plaza
                        Jackson, Michigan 49201

              McCook Cogeneration Station, L.L.C. is a Michigan limited
              liability company that is currently inactive.

04            McCook Waste Wood Recovery Facility, L.L.C. (50%)

              Address:  One Energy Plaza
                        Jackson, MI 49201

              McCook Waste Wood Recovery Facility, LLC is a Michigan
              limited liability company that is currently inactive.

04            Metro East, L.L.C. (50%)

              Address:  One Energy Plaza
                        Jackson, Michigan 49201

              Metro East, L.L.C. is a Michigan limited liability company that is
              currently inactive.

04            Midland Cogeneration Venture Expansion, LLC (50%)

              Address:  One Energy Plaza
                        Jackson, Michigan 49201

              Midland Cogeneration Venture Expansion, LLC is a Delaware
              limited liability company formed to develop the MCV
              Expansion, including ordering and funding long-lead
              equipment.

04            Notera Holding B.V.

              Address:  A. J. Ernststraat
                        595 H 1082 LD
                        Amsterdam, The Netherlands

              Notera Holding B.V. is a Netherlands corporation and currently
              inactive.

04            Oxford Tire Supply, Inc.

              Address:  One Energy Plaza
                        Jackson, Michigan 49201

              Oxford Tire Supply, Inc. is a Delaware corporation that is
              currently inactive.

04            Oxford Tire Recycling, Inc.

              Address:  One Energy Plaza
                        Jackson, Michigan 49201

              Oxford Tire Recycling, Inc. is a Delaware corporation that is
              currently inactive.

04            Scudder Latin America Power I-C LDC (25%)

              Address:  345 Park Avenue
                        New York, New York 10154-0010

              Scudder Latin America Power I-C LDC is a Cayman Islands
              corporation formed for the purposes of an Investment Fund to
              invest (primarily passively) in electric generating facilities and
              the electric infrastructure in Latin America and the Caribbean.

04            **Taweelah A2 Operating Company

              Address:  One Energy Plaza
                        Jackson, Michigan 49201

              Taweelah A2 Operating Company is a Michigan corporation formed to
              operate the Taweelah A2 project through a branch office in Abu
              Dhabi, United Arab Emirates.

03            CMS International Ventures, L.L.C. (40.47%)

              Address:        One Energy Plaza
                              Jackson, Michigan 49201

              CMS International Ventures, L.L.C. is a Michigan limited
              liability company, formed to own, manage and sell certain of CMS
              Energy's international investments.

04                CMS Electric & Gas, L.L.C.

                  Address:  One Energy Plaza
                            Jackson, Michigan 49201

                  CMS Electric & Gas, L.L.C. is a Michigan limited liability
                  company. CMS International Distribution LLC and CMS
                  Electric and Gas Company merged in December 2002 to form
                  CMS Electric & Gas, L.L.C.

05                   CMS Comercialzadora de Energia Ltda. (99.99%)

05                   CMS Distribuidora Ltda. (99.99%)

06                      CMS Participacoes Ltda. (99.99%)

07                         Agropecuaria Turvinho Ltda. (.01%)

07                         **Companhia Paulista de Energia Eletrica (CPEE)
                             a Brazilian corporation (93.86%)

08                             Agropecuaria Turvinho Ltda. (99.99%)

08                             **Companhia Sul Paulista de Energia Eletrica
                               (CSPE),
                                 a Brazilian corporation (88.63%)

09                               **Companhia Jaguari de Energia S.A. (CJE),
                                   a Brazilian corporation

10                                  **Compania Luz e Forca de Mococo SA (CLFM)

10                                  CPEE Equipamentos Eletricos e Servicos
                                    Ltda. (99.86%)

08                               Paulista Lajeado Energia SA (7%)

08                               Companhia Nova Paulista de Energia

05                   CMS Electric and Gas Moldova, L.L.C.

05                   CMS Electric and Gas Sucursal (branch) Argentina

05                   CMS Empreendimentos Ltda (99.99%)


05                   CMS Netherlands Funding Company

05                   CMS Venezuela S.A.

06                        **Sistema Electrico del Estado Nueva Esparta C.A.
                            (SENECA) (52.37%)

05                   ENELMAR, SA

06                        **Sistema Electrico del Estado Nueva Esparta C.A.
                            (SENECA) (33.34%)

04              CMS Generation Investment Company III

                Address:  One Energy Plaza
                          Jackson, Michigan 49201

                CMS Generation Investment Company III is a Cayman Islands
                corporation formed to have an ownership interest in
                certain Indian power generation projects.

05                   CMS Energy Mauritius Limited

06                        TN LNG & Power Co. Pvt. Ltd. (India) (TIDCO) (26.67%)

05                   CMS Generation Jegurupadu I Limited Duration Company (99%)

06                        Jegurupadu O&M Company Mauritius (50%)

07                             *Jegurupadu Operating & Maintenance Company (60%)

05                   CMS Generation Jegurupadu II Limited Duration Company (99%)

06                        Jegurupadu O&M Company Mauritius (50%)

07                             *Jegurupadu Operating & Maintenance Company (60%)

05                   CMS Generation Neyveli Ltd. (100%)

06                        *ST-CMS Electric Company Pvt. Ltd. (50%)

06                        ST-CMS Electric Company (Mauritius) (41.5%)

05                   Jegurupadu CMS Generation Company Ltd.

06                        *GVK Industries Ltd. (23.75%)


04                    CMS Generation Investment Company V

                      Address:  One Energy Plaza
                                Jackson, Michigan 49201

                      CMS Generation Investment Company V is a Cayman Islands
                      corporation formed to separate projects on a regional
                      basis in order to provide CMS Energy more liability
                      protection.

05                         Compania de Inversiones CMS Energy Chile Limitada
                           (40%)

06                              Gasoducto Atacama Argentina Limitada (10%)

06                              Gasoducto Atacama Chile Limitada (50%)

07                                   Progas S.A. (99.99%)

07                                   Gasoducto Taltal Ltda. (99%)

06                              GasAtacama Generacion Limitada (50%)

07                                   Progas S.A. (.01%)

07                                   Empresa de Transmission Electra Transemel
                                     S.A. (40%)

07                                   CDEC-SING Limitada (16.666%)

06                              GasAtacama S.A. (50%)

05                         Gasoducto Atacama Argentina Limitada (20%)

06                              Gasoducto Taltal Ltda. (1%)

05                         Scudder Latin American Power I-P L.D.C. (25%)

05                         Scudder Latin American Power II-P L.D.C. (4%)

04                    CMS Generation, S.R.L. (99.99%)

                      Address:  Edificio Torre Catalinas Plaza, Ing.
                                Enrique Butty 220
                                8 Piso (Av. E. Madero Alt. 800/900) (1300)
                                Buenos Aires, Argentina

                      CMS Generation, S.R.L. is an Argentine corporation formed
                      to invest in a hydroelectric power concession in
                      Argentina.

05                         Hidroinvest S.A. (25%)

06                              *Hidroelectrica El Chocon S.A. (59%)


04                    **CMS Operating, S.R.L. (99.999%)

                      Address:  Edificio Torre Catalinas Plaza, Ing.
                                Enrique Butty 220
                                8 Piso (Av. E. Madero Alt. 800/900) (1300)
                                Buenos Aires, Argentina

                      CMS Operating, S.R.L. is an Argentine corporation created
                      to have a 80.55% interest (through its subsidiary Cuyana
                      de Inversiones, S.A.) in the Centrales Termicas Mendoza,
                      S.A. partnership. Centrales Termicas Mendoza, S.A. was
                      formed to acquire, own and operate the Lujan de Cuyo and
                      Cruz de Piedra power plants in Argentina.

05                         *CMS Ensenada S.A. (99%)

05                         Cuyana S.A. de Inversiones (99%)

06                              Centrales Termicas Mendoza, S.A. (92.6%)

05                         Transportadora de Gas del Mercosur (Argentina) (20%)

04                    Western Australia Gas Transmission Company I

                      Address:  One Energy Plaza
                                Jackson, Michigan 49201

                      Western Australia Gas Transmission Company I is a Cayman
                      Islands corporation which is a holding company for certain
                      international assets.

05                         CMS Gas Transmission del Sur Company

06                              CMS Atacama Company

06                              Compania de Inversiones CMS Energy-Chile Ltda
                                (60%)

07                                   GasAtacama S.A. (50%)

07                                   Gasoducto Atacama Argentina Limitada (10%)

07                                   Gasoducto Atacama Chile Limitada (50%)

08                                         Gasoducto Taltal Limitada (99%)

08                                         Progas S.A. (99.99%)

07                                   GasAtacama Generacion Limitada (50%)

08                                         CDEC-SING (16.666%)

08                                         Empresa de Transmision Electrica
                                           Transemel S.A. (40%)




08                              Progas S.A. (.01%)

06                   Gasoducto Atacama Argentina Limitada (20%)

07                        Gasoducto Taltal Ltda (1%)

05              CMS Gas Transmission of Australia Holdings Company

06                   CMS Gas Transmission of Australia

05              CMS International Finance Services Company

05              CMS Luxembourg SARL

06                 Valandrid BV

07                    CMS Goldfields Gas Transmission Australia PTY. LTD.

08                        SCP Investments (No. 1) PTY. LTD (45%)

09                           SCP Investments (No. 2) PTY. LTD

10                              Southern Cross Pipelines Australia PTY. LTD

11                                 Goldfields Gas Transmission Joint Venture
                                   (66.664%)

12                                     Goldfields Gas Transmission Pty. Ltd.

09                           SCP Investments (NO 3) PTY. LTD

10                              Southern Cross Pipelines (NPL) Australia PTY.
                                LTD

11                                 Goldfields Gas Transmission Joint Venture
                                   (25.5%)

12                                     Goldfields Gas Transmission PTY. LTD

05              CMS Parmelia Gas Transmission Pty Ltd.

03       CMS Land Company

         Address:  One Energy Plaza
                   Jackson, Michigan 49201

         CMS Land Company is a Michigan corporation formed to act as a
         repository for any unused real property formerly owned by
         Consumers Energy Company, and hold the same for possible
         non-utility development.




03            CMS Energy Resource Management Company

              Address:        One Energy Plaza
                              Jackson, Michigan 49201

              CMS Energy Resource Management Company (CMS ERM) is a Michigan
              corporation involved in providing gas, electric, oil and coal
              marketing, risk management and energy management services. CMS
              ERM was formerly known as CMS Marketing, Service and Trading
              Company (CMS MST).

04                    CMS Merchant Services, L.L.C.

                      Address:  One Energy Plaza
                                Jackson, Michigan 49201

                      CMS Merchant Services, L.L.C. is a Michigan limited
                      liability company formed for the purpose of purchasing
                      capacity under the FERC's capacity release regulations for
                      monthly transactions.

04                    CMS Viron Corporation

                      Address:  One Energy Plaza
                                Jackson, Michigan 49201

                      CMS Viron Corporation is a Missouri corporation formed to
                      provide services in the area of energy usage analysis and
                      the engineering and implementation of energy conservation
                      measures.

04                    CMS ERM Michigan LLC

                      Address:  One Energy Plaza
                                Jackson, Michigan 49201

                      CMS ERM Michigan LLC is a Michigan limited liability
                      company formed for the sole purpose of taking an
                      assignment of the Ford/Rouge Electricity Sales Agreements
                      from Dearborn Industrial Generation L.L.C. and to perform
                      those contracts. CMS ERM Michigan LLC was formerly known
                      as CMS MS&T Michigan L.L.C.

04                    CMS Texon Company

                      Address:  One Energy Plaza
                                Jackson, Michigan 49201

                      CMS Texon Company is a Michigan corporation involved as a
                      General Partner in Texon, LP, a Texas limited partnership
                      engaged in transporting, processing and marketing of crude
                      oil and natural gas liquids and services related thereto.








04                    Dorman Energy, L.L.C. (49%)

                      Address:       One Energy Plaza
                                     Jackson, Michigan 49201

                      Dorman Energy, L.L.C. is a Michigan limited liability
                      company formed as a partner with a minority controlled
                      energy business to pursue minority set-aside energy
                      contracts.

04                    Premstar Energy Canada Ltd (50%)

                      Address:       330 Richmond Street
                                     Suite 104
                                     Chatham, Ontario Canada    N7M 1P7

                      Premstar Energy Canada Ltd is a Canadian corporation
                      engaged in purchasing, transporting, storing, selling,
                      brokering and marketing natural gas in North America and
                      energy-related consulting.

05                         ECNG Inc (88%)

05                         Energistics Group, Inc.

05                         Premstar Metering Inc. (70%)

06                                  Canadian Meter Services Ltd.

03            CMS Resource Development Company

              Address:        One Energy Plaza
                              Jackson, Michigan 49201

              CMS Resource Development Company is a Michigan corporation
              formed to pursue and develop various power sources outside the
              United States.

03            CMS MicroPower Systems, L.L.C.

              Address:        One Energy Plaza
                              Jackson, Michigan 49201

              CMS MicroPower Systems, L.L.C. is a Michigan limited liability
              company formed for the purpose of leasing portable generation
              assets.

03            CMS Texas LLC

              Address:        One Energy Plaza
                              Jackson, Michigan 49201

              CMS Texas LLC is a Texas limited liability company formed to
              conduct business activities in Texas.






03            Explotaciones CMS Oil and Gas Company

              Address:        One Energy Plaza
                              Jackson, Michigan 49201

              Explotaciones CMS Oil and Gas Company is a Delaware corporation
              and currently inactive.



                           02 CONSUMERS ENERGY COMPANY

                                    Address:
                                One Energy Plaza
                             Jackson, Michigan 49201

       The consolidated operations of Consumers Energy Company ("Consumers")
       account for the largest share of CMS Energy's total assets and income
       and account for a substantial portion of its revenues. The name, state
       of organization and nature of business of Consumers' subsidiaries are
       described below:

03            CMS Engineering Co.

              Address:        One Energy Plaza
                              Jackson, Michigan 49201

              CMS Engineering Co. is a Michigan corporation engaged in offering
              design, engineering, project management and related construction
              services to natural gas utilities, natural gas exploration and
              production companies, and other energy businesses.

03            CMS Midland Holdings Company

              Address:        One Energy Plaza
                              Jackson, Michigan 49201

              CMS Midland Holdings Company is a Michigan corporation involved as
              a Limited Partner in the First Midland Limited Partnership, a
              Delaware limited partnership that leases assets to the Midland
              Cogeneration Venture Limited Partnership, a Michigan limited
              partnership.

03            CMS Midland, Inc.

              Address:        One Energy Plaza
                              Jackson, Michigan 49201

              CMS Midland, Inc. is a Michigan corporation involved as a 49%
              General Partner in the Midland Cogeneration Venture Limited
              Partnership, a Michigan limited partnership.








03            Consumers Campus Holdings, LLC

              Address: One Energy Plaza
                       Jackson, Michigan 49201

              Consumers Campus Holdings, LLC is a Michigan limited liability
              company formed for the purpose of being the lessee in the
              synthetic lease financing of the new Consumers Energy Company
              office building located in downtown Jackson, Michigan.

03            Consumers Funding LLC

              Address:        One Energy Plaza
                              Jackson, Michigan 49201

              Consumers Funding LLC is a Delaware limited liability company
              formed for the purpose of acting as issuer of securitization bonds
              and assignee of property transferred by Consumers.

03            Consumers Nuclear Services LLC

              Address:        One Energy Plaza
                              Jackson, Michigan 49201

              Consumers Nuclear Services LLC is a Michigan corporation formed
              for the purpose of holding the 20% member interest in Nuclear
              Management Company LLC.

04                    Nuclear Management Company LLC (20%)

                      Address:  700 First Street
                                Hudson, Wisconsin 54016

                      Nuclear Management Company LLC is a Wisconsin limited
                      liability company formed to enhance reliability, continue
                      safe operation, and pursue overall excellence, in nuclear
                      power operations, as well as to identify efficiencies in
                      the provision of operating services to nuclear facilities.

03            Consumers Receivables Funding, LLC

              Address:        One Energy Plaza
                              Jackson, Michigan 49201

              Consumers Receivables Funding, LLC is a Delaware limited liability
              company formed for the purpose of buying certain accounts
              receivable from Consumers Energy Company and selling them to a
              third party.






03            Consumers Receivables Funding II LLC

              Address:        One Energy Plaza
                              Jackson, Michigan 49201

              Consumers Receivables Funding II LLC is a Delaware limited
              liability company that buys certain accounts receivable from
              Consumers Energy Company and sells them to a third party.

03            ES Services Company

              Address:        One Energy Plaza
                              Jackson, Michigan 49201

              ES Services Company is a Michigan corporation formed for the
              purpose of offering design, engineering, project management and
              related services primarily to electric utilities and generation
              facilities.

03            MEC Development Corp.

              Address:        One Energy Plaza
                              Jackson, Michigan 49201

              MEC Development Corp. is a Michigan corporation that previously
              held assets transferred to, and was holder of certain bonds issued
              by, the Midland Cogeneration Venture Limited Partnership, a
              Michigan limited partnership.





       2. A BRIEF DESCRIPTION OF THE PROPERTIES OF CLAIMANT AND EACH OF ITS
       SUBSIDIARY PUBLIC UTILITY COMPANIES USED FOR THE GENERATION, TRANSMISSION
       AND DISTRIBUTION OF ELECTRIC ENERGY FOR SALE, OR FOR THE PRODUCTION,
       TRANSMISSION AND DISTRIBUTION OF NATURAL OR MANUFACTURED GAS, INDICATING
       THE LOCATION OF PRINCIPAL GENERATING PLANTS, TRANSMISSION LINES,
       PRODUCING FIELDS, GAS MANUFACTURING PLANTS, AND ELECTRIC AND GAS
       DISTRIBUTION FACILITIES, INCLUDING ALL SUCH PROPERTIES WHICH ARE OUTSIDE
       THE STATE IN WHICH CLAIMANT AND ITS SUBSIDIARIES ARE ORGANIZED AND ALL
       TRANSMISSION OR PIPELINES WHICH DELIVER OR RECEIVE ELECTRIC ENERGY OR GAS
       AT THE BORDERS OF SUCH STATE.
--------------------------------------------------------------------------------

Claimant has no directly owned properties used for such purposes. Claimant's
subsidiary, Consumers Energy Company ("Consumers") is a public utility. Its
property and facilities used for the above-described purposes are located within
the State of Michigan and are described below.

                             (1) ELECTRIC PROPERTIES

Consumers' electric generation is supplied by the following plants:



                                                                                    2003                             2003
                                                                                SUMMER NET
                                                    SIZE AND YEAR              DEMONSTRATED                     NET GENERATION
NAME AND LOCATION (MICHIGAN)                      ENTERING SERVICE            CAPABILITY (KW)                (THOUSANDS OF KWHS)
----------------------------                      ----------------            ---------------                -------------------
                                                                                                    
Coal Generation
     J H Campbell 1&2 -- West Olive               2 Units, 1962-1967                     615,000                   4,252,974
     J H Campbell 3 -- West Olive                 1 Unit, 1980                           765,140(a)                5,657,104
     D E Karn -- Essexville                       2 Units, 1959-1961                     511,000                   3,428,844
     B C Cobb - Muskegon                          2 Units, 1956-1957                     312,000                   2,166,191
     J R Whiting -- Erie                          3 Units, 1952-1953                     326,000                   2,256,427
     J C Weadock - Essexville                     2 Units, 1955-1958                     302,000                   2,329,656

TOTAL COAL GENERATION                                                                  2,831,140                  20,091,196
                                                                                       ---------                  ----------

Oil/Gas Generation
     B C Cobb -- Muskegon                         3 Units, 1999-2000(b)                  183,000                       6,151
     D E Karn - Essexville                        2 Units, 1975-1977                   1,276,000                     351,461

TOTAL OIL/GAS GENERATION                                                               1,459,000                     357,612
                                                                                       ---------                     -------

Hydroelectric
     Conventional Hydro                           13 Plants, 1907-                        73,540                     335,182
     Generation                                   1949
     Ludington Pumped Storage                     6 Units, 1973                                                     (517,278)(d)
                                                                                         954,700(c)





                                                                                                     
TOTAL HYDROELECTRIC                                                                    1,028,240                   (182,096)
                                                                                       ---------                   ---------

Nuclear Generation
     Palisades -- South Haven                     1 Unit, 1971                           767,000                   6,151,481

TOTAL NUCLEAR GENERATION                                                                 767,000                   6,151,481
                                                                                         -------                   ---------


Gas/Oil Combustion Turbine
     Generation                                    7 Plants, 1966-1999                   345,000                      12,954

TOTAL GAS/OIL COMBUSTION TURBINE                                                          345,000                     12,954
                                                                                          -------                     ------

TOTAL OWNED GENERATION                                                                  6,430,300                 26,431,147
                                                                                        ---------                 ==========

Purchased and Interchange Power Capacity                                                1,991,200(e)
                                                                                        ------------

TOTAL                                                                                   8,421,500



   (a) Represents Consumers' share of the capacity of the J H Campbell 3, net of
       6.69 percent (ownership interests of the Michigan Public Power Agency and
       Wolverine Power Supply Cooperative, Inc.).

   (b) Cobb 1-3 are retired coal fired units that were converted to gas fired.
       Units were placed back into service in the years indicated.

   (c) Represents Consumers' share of the capacity of Ludington. Consumers and
       Detroit Edison have 51 percent and 49 percent undivided ownership,
       respectively, in the plant.

   (d) Represents Consumers' share of net pumped storage generation. This
       facility electrically pumps water during off-peak hours for storage to
       later generate electricity during peak-demand hours.

   (e) Includes 1,240 MW of purchased contract capacity from the MCV Facility.

Consumers' electric subtransmission and distribution lines are located on or
under public highways, streets, alleys and lands, or on or under private land
pursuant to easements or other rights. Consumers' subtransmission system
consists of 347 miles of 138 kV high voltage distribution radial lines as well
as 4,164 structural miles of overhead and 16 subsurface miles of underground 23
kV and 46 kV high voltage distribution lines. The distribution system consists
of 54,922 structural miles of overhead lines and 8,526 subsurface miles of
underground lines.

Consumers owns substations having an aggregate transformer capacity of
20,605,680 kilovoltamperes.

On April 1, 2001, Consumers transferred its investment in electric transmission
lines and substations to a wholly owned subsidiary, Michigan Electric
Transmission Company (METC). On May 1, 2002, Consumers sold its interest


in METC to a third party, Michigan Transco Holdings, LLC, and no longer owns
transmission facilities. The new transmission company is called Michigan
Electric Transmission Company, LLC (METC, LLC).

Consumers is interconnected to METC, LLC. METC, LLC is interconnected with
neighboring utilities as well as out-state transmission systems.


                               (2) Gas Properties

           Consumers' gas distribution and transmission system consists of
       25,551 miles of distribution mains and 1,624 miles of transmission lines
       throughout Michigan's lower peninsula. It owns and operates seven
       compressor stations with a total of 162,000 installed horsepower.
       Consumers has 14 gas storage fields located across Michigan with an
       aggregate storage capacity of 330.8 bcf.



       -------------------------------------------------------------------------
       3.     THE FOLLOWING INFORMATION FOR THE LAST CALENDAR YEAR WITH RESPECT
              TO CLAIMANT AND EACH OF ITS SUBSIDIARY PUBLIC UTILITY COMPANIES:
       -------------------------------------------------------------------------


                                 ELECTRIC ENERGY

       (a)    NUMBER OF KWH OF ELECTRIC ENERGY SOLD AT RETAIL OR WHOLESALE.



                                    SUBSIDIARY                                                                 kWh
                                    ----------                                                                 ---

                                                                                                      
       Consumers Energy Total                                                                            36,010,387,414
       CMS MST Total                                                                                      5,313,575,134
                                                                                                         --------------

       Total Electric Energy Sold at Retail or Wholesale                                                 41,323,962,548
                                                                                                         ==============


       (b)    NUMBER OF KWH OF ELECTRIC ENERGY DISTRIBUTED AT RETAIL OUTSIDE
              MICHIGAN.

                                    SUBSIDIARY                                                                 kWh
                                    ----------                                                                 ---
       Consumers Energy Total                                                                                   0
       CMS MST Total                                                                                            0
                                                                                                                -

       Total Electric Energy Distributed Outside of the State of Michigan
                                                                                                                0
                                                                                                              ===
       (c)    NUMBER OF KWH OF ELECTRIC ENERGY SOLD AT WHOLESALE OUTSIDE
              MICHIGAN OR AT MICHIGAN'S STATE LINE.





                                    SUBSIDIARY                                                               kWh
                                    ----------                                                               ---
                     











                                                                                                        
                                                                                                             523,268,000
       Consumers Energy Total
       CMS MST Total                                                                                       3,574,745,950
                                                                                                           -------------

       Total Electric Energy Sold at Wholesale Outside the State of Michigan or
       at Michigan's State Line.
                                                                                                           4,098,013,950
                                                                                                           =============



       (d)    NUMBER OF KWH OF ELECTRIC ENERGY PURCHASED OUTSIDE MICHIGAN OR AT
              MICHIGAN'S STATE LINE.



                                    SUBSIDIARY                                                               kWh
                                    ----------                                                               ---

                                                                                                       
       Consumers Energy Total                                                                             2,082,688,000
       CMS MST Total                                                                                      3,391,856,000
                                                                                                          -------------

       Total Electric Energy Purchased Outside of Michigan                                                5,474,544,000
                                                                                                          =============



                                  NATURAL GAS
The following information represents natural gas only. CMS Energy does not deal
with or in manufactured gas.

       (a)    NUMBER OF MCF OF NATURAL GAS DISTRIBUTED AT RETAIL.




                                    SUBSIDIARY                                                               Mcf
                                    ----------                                                               ---
                                                                                                      
       Consumers Energy Total                                                                            257,343,000
       CMS MST Total                                                                                      24,101,296
                                                                                                         -----------

       Total Natural Gas Distributed at Retail                                                           281,444,296
                                                                                                         ===========



       (b)    NUMBER OF MCF OF NATURAL GAS DISTRIBUTED AT RETAIL OUTSIDE
              MICHIGAN.




                                    SUBSIDIARY                                                               Mcf
                                    ----------                                                               ---
                                                                                                     
       Consumers Energy Total                                                                                 0
       CMS MST Total                                                                                      3,443,264
                                                                                                          ---------

       Total Natural Gas Distributed at Retail                                                            3,443,264
                                                                                                          =========
       Outside the State of Michigan





       (c)    NUMBER OF MCF OF NATURAL GAS SOLD AT WHOLESALE OUTSIDE MICHIGAN OR
              AT MICHIGAN'S STATE LINE.




                                    SUBSIDIARY                                                               Mcf
                                    ----------                                                               ---
                                                                                                     
       Consumers Energy Total                                                                                 0
       CMS MST Total                                                                                      39,193,919
                                                                                                          ----------

       Total Natural Gas Sold at Wholesale Outside Michigan or at
       Michigan's State Line.
                                                                                                          39,193,919
                                                                                                         ===========



       (d)    NUMBER OF MCF OF NATURAL GAS PURCHASED OUTSIDE MICHIGAN.



                                    SUBSIDIARY                                                               Mcf
                                    ----------                                                               ---
                                                                                                      
       Consumers Energy Total                                                                            270,722,000
       CMS MST Total                                                                                      67,864,105
                                                                                                          ----------

       Total Natural Gas Purchased Outside of Michigan

                                                                                                         338,586,105
                                                                                                         ===========




       4.     THE FOLLOWING INFORMATION FOR THE REPORTING PERIOD WITH RESPECT TO
              CLAIMANT AND EACH INTEREST IT HOLDS DIRECTLY OR INDIRECTLY IN AN
              EWG OR A FOREIGN UTILITY COMPANY, STATING MONETARY AMOUNTS IN
              UNITED STATES DOLLARS:

       (a)    Name, location, business address and description of the facilities
              used by the EWG or foreign utility company for the generation,
              transmission and distribution of electric energy for sale or for
              the distribution at retail of natural or manufactured gas;

       (b)    Name of each system company that holds an interest in such EWG or
              foreign utility company; and description of the interest held;

       (c)    Type and amount of the capital invested, directly or indirectly,
              by the holding company claiming exemption; any direct or indirect
              guarantee of the security of the EWG or foreign utility company by
              the holding company claiming exemption; and any debt or other
              financial obligation for which there is recourse, directly or
              indirectly, to the holding company claiming exemption or another
              system company, other than the EWG or foreign utility company;

       (d)    Capitalization and earnings of the EWG or foreign utility company
              during the reporting period; and

       (e)    Identify any service, sales or construction contract(s) between
              the EWG or foreign utility company and a system company, and
              describe the services to be rendered or goods sold and fees or
              revenues under such agreement(s).



                           CMS ENERGY'S EWGs AND FUCOs

       As of December 31, 2003, CMS Energy had interests in 23 EWGs and 11
FUCOs:


                          EXEMPT WHOLESALE GENERATORS:


       1.     CENTRALES TERMICAS MENDOZA, S.A. ("CTM")

       (a)    Centrales Termicas Mendoza, S.A.
              Edificio torre Catalinas Plaza
              Ing. Butty 220, 8th Floor
              Buenos Aires, Argentina

              Centrales Termicas Mendoza, S.A., an Argentine company, is the
              owner of a 540 MW facility in Lujon de Cuyo and a 15 MW generating
              unit in Cruz de Piedra, both located in Mendoza.

       (b)     CMS Enterprises Company owns 42.7% of CMS International Ventures,
               L.L.C. which owns 100% of CMS Operating, S.A., which owns 100% of
               Cuyana S.A. de Inversiones. Cuyana S.A.


                de Inversiones owns 92.6% of CTM.

       (c)      As of December 31, 2003, CMS Generation Co. has invested
                approximately $37.51 million in CTM through its subsidiaries CMS
                Operating S.A. and Cuyana. de Inversiones S.A.




       (d)
                Capitalization at 12/31/03                                          (000s)
                                                                            
                                                Shareholder's Equity           $    36,425
                                                Irrevocable Contributions      $   139,221
                                                CTA                            $   116,131
                                                Retained Earnings              $     1,215
                Total                                                          $    60,730
                Net Income (Loss) for the period ended 12/31/03                $     1,566



       (e)      As of December 31, 2003, Centrales Termicas Mendoza, S.A., had a
                Contract of Operation with CMS Operating S.A. This is a
                consulting contract in connection with the operation and
                maintenance of the facility. In 2003, total fees earned from the
                contract were $556,683.


       2.       CENTRALES TERMICAS SAN NICOLAS, S.A. ("CTSN")

       (a)      Centrales Termicas San Nicolas, S.A.
                Rivadavia S/N
                2900 San Nicolas
                Prov. Buenos Aires, Argentina

                CTSN, an Argentine company, is owner and operator of a 650 MW
                power plant located in San Nicolas, Argentina, north of Buenos
                Aires, Argentina. The five-unit plant can be fueled by coal,
                petroleum coke, oil or natural gas. CMS Generation Co. holds a
                0.016% indirect ownership interest in CTSN.

       (b)      CMS Generation Co. has .1% interest in CMS Generation San
                Nicolas Company, which has a .1% interest in Inversora San
                Nicolas, S.A, which owns 88% interest in CTSN. The remaining 12%
                interest is held by the Argentine government on behalf of the
                facility's employees. See Exhibit B.

                On July 7, 1995, AES Argentina, Inc. purchased a 99.9% ownership
                interest in CMS Generation San Nicolas Company, represented by
                9,990 newly issued shares, leaving CMS Generation Co. with a
                0.016% indirect ownership interest in CTSN.

       (c)      As of December 31, 2003, CMS Generation San Nicolas Company had
                invested approximately $4.2 million of equity in CTSN.













       (d)
               Capitalization at 12/31/03
               Bank Loans
                                                                      
                                     Long Term Debt (Partners Loans)     $  0.00
                                     Shareholder's Equity                $  0.00
                                     Total Capitalization                $  0.00
               Net Income (Loss) for the period ended
               12/31/03                                                  $  0.00



               As stated in Claimant's Form U-3A-2 filed February 29,
               1996, due to the nominal interest (.016%) of CTSN
               indirectly owned by CMS Generation Co., capitalization
               and earnings information of CTSN continues to be
               unavailable.

       (e)     N/A


       3.      CMS DISTRIBUTED POWER, L.L.C.

       (a)     CMS Distributed Power, L.L.C. ("CDP")
               One Energy Plaza
               Jackson, Michigan 49201


       CDP, a Michigan limited liability company, owns a 3.0 MW generator
       facility located in Zilwaukee, Michigan.

       (b)     CMS Enterprises Company owns 100% of CDP.

       (c)     As of December 31, 2003 CMS Enterprises Company has invested
               approximately $7.7 million of capital in CDP.



       (d)
               Capitalization at 12/31/03

                                     Bank Loans                        (000s)
                                                                    
                                     Long Term Debt (Partners Loans)   $       0
                                     Shareholder's Equity              $   3,153
               Total Capitalization                                    $   3,153
               Net Income (Loss) for the period ended 12/31/03         $   (270)



       (e)     During the year 2003, CDP had no power purchase agreements.



       4.      CMS ENSENADA S.A. ("ENSENADA")








       (a)      CMS Ensenada S.A.
                Edificio Torre Catalinas Plaza
                Ing. Butty 220 8th Floor
                (1101) Buenos Aires, Argentina

                Ensenada, an Argentine company, is the owner of a 128 MW natural
                gas-fired power plant, located on the grounds of YPF S.A.'s La
                Plata oil refinery, located in the province of Buenos Aires,
                Argentina.

       (b)      CMS Operating S.A. owns 100% of CMS Ensenada S.A.  See
                Exhibit B.

       (c)      As of December 31, 2003, CMS Operating S.A. had invested
                approximately $42.54 million of equity in Ensenada.

       (d)


                  Capitalization at 12/31/03                               (000)
                                                                 
                                    Shareholder's Equity            $    38,739
                                    CTA                             $   (54,230)
                                    Irrevocable Contribution        $       391
                                    OPIC Loan (LT)s                 $      -
                                    Retained Earnings               $    (5,197)
                    Total Capitalization                            $   (20,297)
                Net Income (Loss) for the period                    $     8,603
                ended 12/31/03




       (e)      As of December 31, 2003, CMS Ensenada S.A. maintains a 7-year
                Operating and Maintenance Agreement with CMS Operating S.A. to
                operate and maintain the La Plata cogeneration plant. This
                agreement took effect in 1997. In 2003, total fees earned were
                $193,856.


       5.       CMS (INDIA) OPERATIONS & MAINTENANCE COMPANY PRIVATE LIMITED
                ("CMS (INDIA)")

       (a)      CMS (India) Operations and Maintenance Company Private Limited
                F-40 N.D.S.E. Part 1
                New Delhi -- 110 149
                India

       (b)      CMS (India) O & M Company Private Limited, an Indian company, is
                the operator of a 250MW lignite-fired power station located in
                Neyveli, Tamil Nadu, India. The plant is a 50%-50% joint venture
                between CMS Generation Neyveli Ltd and ABB Power Investment
                (India) B.V. The plant achieved commercial operation on December
                15, 2002.

       (c)      CMS International Operating Company owns 100% of CMS (India) O &
                M Company Private Limited. As of December 31, 2003, CMS
                International Operating Company has invested approximately
                $55,000 of equity in CMS (India) O & M Company Private Limited.


       (d)
                Capitalization at 12/31/03                               (000s)









                                                                    
                                               Shareholder's Equity    $     58

                Net Income (Loss) for the period ended 12/31/03        $   (443)



       (e)      As of December 31, 2003 CMS (India) O & M Private Ltd has an
                operating maintenance agreement with ST-CMS, effective November
                15, 1999. In 2003, $1,112,848 was earned as fees.


       6.       CMS GENERATION MICHIGAN POWER LLC

       (a)      CMS Generation Michigan Power LLC
                One Energy Plaza
                Jackson, Michigan 49201

                CMS Generation Michigan Power LLC, a Michigan limited liability
                company, owns a 68 MW natural gas-fired peaking facility located
                in Comstock, Michigan and a 132 MW natural gas-fired peaking
                facility located in Gaylord, Michigan.

       (b)      CMS Generation Co. owns 100% of CMS Generation Michigan Power
                LLC. See Exhibit B.

       (c)      As of December 31, 2003, CMS Generation Co. had invested
                approximately $7 million of equity in CMS Generation Michigan
                Power LLC.





       (d)
                Capitalization at 12/31/03                               (000s)
                                                                 
                                            Shareholder's Equity    $     7,192
                Net Income (Loss) for the period ended 12/31/03     $    (1,547)



       (e)      As of December 31, 2003, CMS Generation Michigan Power LLC had
                an Operating and Maintenance Agreement with CMS Generation Co.
                In 2003, no fees were earned from the agreement.


       7.       CMS GENERATION OPERATING COMPANY

       (a)      CMS Generation Operating Company
                One Energy Plaza
                Jackson, Michigan 49201

                CMS Generation Operating Company, a Michigan corporation, is
                the operator of a 68 MW natural gas-fired peaking facility
                located in Comstock, Michigan and a 132 MW natural gas-fired
                peaking facility located in Gaylord, Michigan.

       (b)      CMS Generation Co. owns 100% of CMS Generation Operating
                Company. See Exhibit B.


       (c)      As of December 31, 2003, CMS Generation Co. had invested
                approximately $3.2 million in CMS Generation Operating Company.






       (d)
                Capitalization at 12/31/03                                                        (000s)
                                                                                            
                                                                   Shareholder's Equity        $   3,208
                  Net Income (Loss) for the period ended 12/31/03                              $     263



       (e)      N/A


       8.       CMS INTERNATIONAL OPERATING COMPANY

       (a)      CMS International Operating Company
                c/o Maples and Calder
                Ugland House
                P.O. Box 309, South Church Street
                George Town, Cayman Islands, British West Indies

                CMS International Operating Company, a Cayman Islands company,
                is the operator of a 220 MW combined cycle thermal power plant
                under construction located at the Takoradi Power Plant Complex
                near Takoradi at Aboadze in the Western Region of the Republic
                of Ghana.

       (b)      CMS Generation Co. owns 100% of CMS International Operating
                Company. See Exhibit B.

       (c)      As of December 31, 2003, CMS Generation Co. had invested
                approximately $11.4 million in CMS International Operating
                Company.





       (d)
                Capitalization at 12/31/03                                                         (000s)
                                                                                          
                                                     Shareholder's Equity                    $      25,390
                                                     Cumulative Translation Adjustment       $         281
                Net Income (Loss) for the period ended 12/31/03                              $       5,429


       (e)      NA


       9.       CMS MOROCCO OPERATING CO., SCA ("CMS MOROCCO")

       (a)      CMS Morocco Operating Co., SCA
                BP 99 Sidi Bouzid
                El Jadida
                Morocco

                CMS Morocco, a Moroccan company, operates two 330 MW electric
                generating plants and two additional 348 MW electric generating
                plants at the port of Jorf Lasfar on the Atlantic coast of
                Morocco.

       (b)      Jorf Lasfar Aktiebolag, CMS Generation Investment Company I, CMS
                International Operating Company, and CMS Generation Jorf Lasfar
                III Limited Duration Company own 99.7%, 0.1%,



                0.1%, and 0.1%, respectively, of CMS Morocco.  See Exhibit B.

       (c)      As of December 31, 2003, Jorf Lasfar Aktiebolag, CMS Generation
                Investment Company I, CMS International Operating Company, and
                CMS Generation Jorf Lasfar III Limited Duration Company, had
                invested approximately $11.4 million of equity in CMS Morocco.





       (d)
                Capitalization at 12/31/03                                                          (000s)
                                                                                                
                                                                    Shareholder's Equity           $ 25,390
                  Net Income (Loss) for the period ended 12/31/03                                  $  5,429



       (e)      N/A


       10.      DEARBORN GENERATION OPERATING, L.L.C. ("DEARBORN GENERATION
                OPERATING")

       (a)      Dearborn Generation Operating, L.L.C.
                One Energy Plaza
                Jackson, Michigan 49201

                Dearborn Generation Operating, a Michigan limited liability
                company, is the operator of a 155 MW natural gas-fired facility
                and an approximately 550 MW natural gas-fired facility under
                construction located in Dearborn, Michigan.

       (b)      CMS Generation Co. owns 100% of Dearborn Generation Operating.
                See Exhibit B.

       (c)      As of December 31, 2003, CMS Generation Co. had invested $3.5
                million in Dearborn Generation Operating.





       (d)
                Capitalization at 12/31/03                                                (000s)
                                                                                      
                                                            Shareholder's Equity         $ 4,539
                Net Income (Loss) for the period ended 12/31/03                          $   246


       (e)      As of December 31, 2003, Dearborn Generation Operating had an
                operating and maintenance agreement with Dearborn Industrial
                Generation. In 2003 the total operating and management fees were
                $605,552.





       11.      DEARBORN INDUSTRIAL GENERATION, L.L.C. ("DEARBORN INDUSTRIAL
                GENERATION")

       (a)      Dearborn Industrial Generation, L.L.C.
                One Energy Plaza
                Jackson, Michigan 49201

                Dearborn Industrial Generation, a Michigan limited liability
                company, is the owner of a 155 MW natural gas-fired facility and
                an approximately 550 MW natural gas-fired facility under
                construction located in Dearborn, Michigan.

       (b)      Dearborn Industrial Energy, L.L.C. owns 100% of Dearborn
                Industrial Generation. See Exhibit B.

       (c)      As of December 31, 2003, CMS Generation Co. had invested $562
                million in Dearborn Industrial Generation.






       (d)
                Capitalization at 12/31/03                                            (000s)
                                                                             
                                                          Shareholder's Equity  $     19,335
                Net Income (Loss) for the period ended 12/31/03                 $      7,535




       (e)      N/A


       12.      EXETER ENERGY LIMITED PARTNERSHIP

       (a)      Exeter Energy Limited Partnership
                One Energy Plaza
                Jackson, Michigan 49201

                Exeter Energy Limited Partnership, a Connecticut limited
                partnership, owns a 26 MW waste tire-fired facility located in
                Sterling, Connecticut.

       (b)      CMS Generation Co., Exeter Management Company and Oxford/CMS
                Development L.P. own 50%, 2% and 48%, respectively, of Exeter
                Energy Limited Partnership. See Exhibit B.

       (c)      As of December 31, 2003, CMS Generation Co. has invested
                approximately $17 Million of equity in Exeter Energy Limited
                Partnership.



       (d)
                Capitalization at 12/31/03                                            (000s)
                                                                             
                                                          Partners' Capital     $     17,023
                Net Income (Loss) for the period ended 12/31/03                 $     (1,323)





       (e)      As of December 31, 2003, Exeter Energy Limited Partnership had
                an Operating and Maintenance Agreement with CMS Generation Co.
                In 2003, no fees were earned from the agreement.


       13.      GVK INDUSTRIES LIMITED ("GVK")

       (a)      GVK Industries Limited
                Road No. 1
                Banjara Hills, Hyderabad
                India

                GVK, an Indian company, is owner of a 235 MW electric generating
                plant located in Jegurupadu, Andra Pradesh, India.

       (b)      Jegurupadu CMS Generation Company Limited, owns 23.75% of GVK.
                See Exhibit B.

       (c)      As of December 31, 2003, Jegurupadu CMS Generation Company
                Limited had invested $33.6 million of equity in GVK, directly
                and indirectly through Classic Investment I and Classic
                Investment II.



       (d)
                Capitalization at 12/31/03                                                    (000s)
                                                                                       
                                                                Shareholder's Equity      $   97,118
                                                                LT Liabilities            $   58,468
                Net Income (Loss) for the period ended 12/31/03                           $    8,698



       (e)      As of December 31, 2003, GVK had a restated 10-year Operation
                and Maintenance Agreement with Jegurupadu Operating, which
                became effective on the commercial operation date of the steam
                turbine unit. In 2003, total fees earned from the agreement were
                $304,361.


       14.      HIDROELECTRICA EL CHOCON, S.A. ("HIDROELECTRICA")

       (a)      Hidroelectrica El Chocon, S.A.
                Avenida Espana
                3301 Capital Federal, Argentina

                Hidroelectrica, an Argentine company, holds a thirty-year
                concession to operate two hydroelectric power plants located 26
                kilometers apart on the Limay River in Western Argentina. These
                plants have a total generating capacity of 1,320 MW.

       (b)      CMS Generation, S.R.L. owns 2.48% of Hidroelectrica.
                Hidroinvest, S.A. owns 59% of Hidroelectrica. CMS Generation
                Holdings Company owns 2.48% of Hidroelectrica. See Exhibit B.






       (c)      As of December 31, 2003, CMS Generation, S.R.L. has invested
                approximately $11.6 million of equity in Hidroelectrica El
                Chocon. CMS Generation, S.R.L.'s net investment in
                Hidroelectrica El Chocon, S.A. was written down to $0 due to the
                economic conditions in Argentina, which resulted in a negative
                Currency Translation Adjustment.

       (d)      Capitalization at 12/31/03


                                                             
                                        Bank Loans                  $    107
                                        Shareholder's Equity        $ 11,623
                                        Cumulative Translation
                                        Adjustment                  $ 11,733

Total Capitalization                                                $ 22,355
Net Income (Loss) for the period ended 12/31/03                     $     (4)


       (e)      N/A


       15.      JAMAICA PRIVATE POWER COMPANY LIMITED ("JAMAICA PRIVATE POWER")

       (a)      Jamaica Private Power Company Limited
                100 Windward Road,
                Kingston 2,
                Jamaica, W.I.

                Jamaica Private Power, a Jamaican company, is the owner of a 65
                MW electric generating facility in Rockfort, Kingston, Jamaica.

       (b)      HCE-Rockfort Diesel, Inc. owns 42.3 % of Jamaica Private Power.
                See Exhibit B.

       (c)      As of December 31, 2003 HCE-Rockfort Diesel, Inc. had invested
                approximately $34.3 million in Jamaica Private Power.

       (d)


                Capitalization at 12/31/03                                                 (000s)
                                                                                      
                                                                 Shareholder's Equity    $   69,230
                                                                 Long-Term Debt          $   52,312
                Net Income (Loss) for the period ended 12/31/03                          $   12,702


       (e)      As of December 31, 2003, Jamaica Private Power had an operating
                agreement with Private Power. In 2003, total fees earned from
                the agreement were $154,348.

       16.      JEGURUPADU OPERATING AND MAINTENANCE COMPANY ("JEGURUPADU
                OPERATING")

       (a)      Jegurupadu Operating and Maintenance Company
                F-40, N.D.S.E., Part I
                New Delhi 110 149
                India








                Jegurupadu Operating, a Mauritius company, is the operator of a
                235 MW electric generating plant located in Jegurupadu, Andra
                Pradesh, India. The plant is owned by GVK Industries Limited.

       (b)      Jegurupadu O&M Company Mauritius, owns 60% of Jegurupadu
                Operating. See Exhibit B.

       (c)      As of December 31, 2003, Jegurupadu O&M Company Mauritius had
                invested approximately $3.2 million of equity in Jegurupadu
                Operating.

       (d)


                Capitalization at 12/31/03                               (000s)
                                                                     
                                                 Shareholders' Equity   $    902
                Net Income (Loss) for the period ended 12/31/03         $    770


       (e)      As of December 31, 2003, GVK Industries Limited had a restated
                10-year Operation and Maintenance Agreement with Jegurupadu
                Operating, which became effective on the commercial operation
                date of the steam turbine unit. In 2003, total fees earned from
                the agreement were $304,361.


       17.      JORF LASFAR ENERGY COMPANY SCA ("JORF LASFAR")

       (a)      Jorf Lasfar Energy Company SCA
                BP 99 Sidi Bouzid
                El Jadida
                Morocco

                Jorf Lasfar, a Moroccan company, operates through a
                subcontractor, CMS Morocco Operating Co., S.C.A., four 330 MW
                electric generating plants located at the port of Jorf Lasfar on
                the Atlantic coast of Morroco.

       (b)      Jorf Lasfar Energiaktiebolag, Jorf Lasfar Power Energy
                Aktiebolag, and Jorf Lasfar Handelsbolag HB, own 25%, 23% and
                2%, respectively, of Jorf Lasfar. See Exhibit B.

       (c)      As of December 31, 2003, CMS Generation Investment Company IV
                had invested approximately $256 million of equity in Jorf
                Lasfar.

       (d)


                Capitalization at 11/30/03                              (000s)
                                                                  
                                          Shareholder's Equity       $   512,862
                                          Long Term Loans            $   579,478
                Net Income (Loss) for the period ended 11/30/03      $   119,850


       (e)      As of December 31, 2003, Jorf Lasfar had an Operating and
                Maintenance Agreement with CMS Morocco, which became effective
                September 4, 1997. In 2003, total fees earned under the
                agreement were $2,878,622.









       18.      JUBAIL ENERGY COMPANY

       (a)      Jubail Energy Company
                Gate #9, SADAF Complex CGP
                P.O. Box 11515
                Jubail Industrial City 31961
                Kingdom Saudi Arabia

                Jubail Energy Company is a Saudi company that owns and operates
                a 250 MW cogeneration facility selling steam and electricity to
                the SADAF Petrochemical Facility in the Jubail Industrial City.

       (b)      CMS Jubail Investment Company I owns a 25% equity interest in
                Jubail Energy Company.

       (c)      CMS Jubail Investment Company I has invested $11.3 million in
                Jubail Energy Company.

       (d)      The cogeneration facility is currently under construction and
                there were no earnings recognized in the most recent reporting
                period.

       (e)      Jubail Energy Company has an On Shore and an Off Shore Technical
                Services Agreement (TSA) with CMS Generation Co. The TSA is an
                agreement that requires CMS Generation Co. to provide certain
                operating and construction personnel and service to Jubail
                Energy Company and provides for compensation for these services.


       19.      PRIVATE POWER OPERATORS LIMITED ("PRIVATE POWER")

       (a)      Private Power Operators Limited
                100 Windward Road
                Kingston 2,
                Jamaica, W.I.

                Private Power, a Jamaican company, is the operator of a 65 MW
                electric generating facility in Rockfort, Kingston, Jamaica.

       (b)      HCO-Jamaica, Inc. owns 100% of Private Power.  See Exhibit B.

       (c)      As of December 31, 2003, HCO-Jamaica, Inc. invested
                approximately $10,000 of equity in Private Power.

       (d)


                Capitalization at 12/31/03                                                      (000s)
                                                                                             
                                                                   Shareholder's Equity         $    10
                Net Income (Loss) for the period ended 12/31/03                                 $     0


       (e)      N/A.


       20.      SHUWEIHAT CMS INTERNATIONAL POWER COMPANY




       (a)      Shuweihat CMS International Power Company
                P.O. Box 52645
                Al Ghaith Tower, 8th Floor
                Hamden Street
                Abu Dhabi, United Arab Emirates

                Shuweihat CMS International Power Company, a U.A.E. Abu Dhabi
                Emirate company, owns a generation and desalination facility in
                Taweelah, Abu Dhabi.

       (b)      CMS Generation Investment Company VII owns 20% of Shuweihat CMS
                International Power Company.

       (c)      As of December 31, 2003, CMS Generation Investment Company VII
                had invested $150,000 of equity in Shuweihat CMS International
                Power Company.



       (d)      Capitalization at 06/30/03                                                         (000s)
                                                                                             
                                                         Long Term Debt                         $       989
                                                         Shareholder's Equity                   $      (197)


       (e)      As of December 31, 2003, Shuweihat CMS International Power
                Company had a Management Support Agreement with Shuweihat
                Limited Partnership dated June 4, 2002. As of December 31, 2003,
                Shuweihat O&M Limited Partnership had an Operations and
                Maintenance Agreement with Shuweihat CMS International Power
                Company dated November 28, 2001.

       21.      SHUWEIHAT O&M LIMITED PARTNERSHIP

       (a)      Shuweihat O&M Limited Partnership
                Suite 302, Old GASCo Building
                Al Kubeirah Street
                Corniche West
                Abu Dhabi, United Arab Emirates

                Shuweihat O&M Limited Partnership, a Cayman Islands limited
                partnership, will be the operator of a generation and
                desalination facility in Shuweihat, Abu Dhabi.

       (b)      CMS Generation Investment Company I owns 50% of Shuweihat O&M
                Limited Partnership.

       (c)      As of December 31, 2003, CMS Generation Investment Company I had
                invested no equity in Shuweihat O&M Limited Partnership.

       (d)      Capitalization and earnings information is unavailable to CMS
                Energy because the facility is currently in the construction
                phase.

       (e)      As of December 31, 2003, Shuweihat O&M Limited Partnership had
                an Operations and Maintenance Agreement with Shuweihat CMS
                International Power Company dated November 28, 2001.


       22.      ST-CMS ELECTRIC COMPANY PVT. LTD. ("ST-CMS")






       (a)      ST-CMS Electric Company Pvt. Ltd.
                F-40 N.D.S.E. Part - I
                New Delhi -- 110 149
                India

       (b)      ST-CMS is a 250 MW lignite-fired power station located in
                Neyveli, Tamil Nadu, India. The project is a 50%-50% joint
                venture between CMS Generation Neyveli Ltd. and ABB Power
                Investment (India) B.V. The plant achieved commercial operation
                on December 15, 2002.

       (c)      As of December 31, 2003, CMS Generation Neyveli Limited had
                invested approximately $47 million of equity in ST-CMS.

       (d)


                Capitalization at 12/31/03                                                          (000s)
                                                                                             
                                                                   Shareholder's Equity         $     108,786
                                                                   Long-Term Loans              $     238,178
                Net Income (Loss) for the period ended 12/31/03                                 $      11,013


       (e)      As of December 31, 2003 CMS (India) O & M Private Limited had an
                operating & maintenance agreement with ST-CMS, effective
                November 15, 1999. In 2002, $1,112,848 was earned in fees.


       23.      TAKORADI INTERNATIONAL COMPANY

       (a)      Takoradi International Company
                c/o Maples and Calder
                Ugland House
                P.O. Box 309, South Church Street
                George Town, Cayman Islands, British West Indies

                Takoradi International Company, a Cayman Island company, is the
                90% owner of a 220 MW combined cycle thermal power plant located
                at the Takoradi Power Plant Complex near Takoradi at Aboadze in
                the Western Region of the Republic of Ghana.

       (b)      CMS Takoradi Investment Company II owns 90% of Takoradi
                International Company. See Exhibit B.

       (c)      As of December 31, 2003, CMS Generation Investment Company VI
                had invested approximately $113 million in Takoradi
                International Company.



       (d)      Capitalization at 12/31/03                                                         (000s)
                                                                                             
                                                                    Shareholder's Equity        $    108,330
                Net Income (Loss) for the period ended 12/31/03                                 $     13,449


       (e)      As of December 31, 2003, there were two operating and management
                fee agreements, one between CMS Generation Co. and Takoradi
                International Company and the other between CMS




                Generation Co. and Volta River Authority. In 2003, total
                operating and management fees earned were $870,647.


                           FOREIGN UTILITY COMPANIES


       1.       CMS GENERATION HORIZON ENERGY HOLDINGS LIMITED

       (a)      CMS Generation Horizon Energy Holdings Limited
                P.O. Box 309
                Ugland House, South Church Street
                Grand Cayman, Cayman Islands, British West Indies

                CMS Generation Horizon Energy Holdings Limited, a Cayman Islands
                company, is part-owner and operator of a 2,000 MW power station,
                an associated lignite mine located at Loy Yang, Victoria,
                Australia.

       (b)      CMS Generation Loy Yang Holdings 2 Ltd., a wholly owned
                subsidiary of CMS Generation Investment Company I, owns 100% of
                CMS Generation Horizon Energy Holdings Limited. See Exhibit B.

       (c)      As of December 31, 2003, CMS Generation Investment Company I had
                advanced approximately $150 million to CMS Generation Horizon
                Energy Holdings Limited.

       (d)



                Capitalization at 12/31/03
                                                                      (000s)
                                                                 
                                          Shareholders Equity           154,718
                                          Long-Term Loans           $ 1,882,976
                Net Income (Loss) for the period ended 12/31/03     $  (156,438)


       (e)      As of December 31, 2003, CMS Generation Horizon Energy Holdings
                Limited was entitled to an Industry Expertise Fee pursuant to
                the partnership agreement of Loy Yang Power Partners. In 2003,
                no fees were paid from the agreement.


       2.       CMS OPERATING S.A.

       (a)      CMS Operating S.A.
                Edificio torre Catalinas Plaza
                Ing. Butty 220, 8th Floor
                Buenos Aires, Argentina

       CMS Operating S.A., an Argentina company, has ownership interest of 100%
       in and is the operator of Ensenada, an EWG. As of December 31, 2003,
       Centrales Termicas Mendoza S.A., located in Mendoza Argentina, has an
       operation and maintenance contract, and a consulting contract with CMS
       Operating S.A. Refer to EWG section item 1, part (e).




       (b)      CMS International Ventures, L.L.C. owns 100% of CMS Operating
                S.A.

       (c)      As of December 31, 2003, CMS International Ventures, L.L.C. had
                invested approximately $225 million of equity in CMS Operating
                S.A.

       (d)



       Capitalization at 12/31/03                                                          (000s)
                                                                                      
                                                         Common Stock                    $  35,785
                                                         Irrevocable Contributions       $ 203,361
                                                         Retained Earnings               $  (2,067)
                                                         CTA                             $(173,076)
       Total                                                                             $ (64,003)
       Net Income (Loss) for the period ended 12/31/03                                   $   3,720


       (e)      N/A




       3.       COMPANHIA JAGUARI DE ENERGIA ("JAGUARI")

       (a)      Companhia Jaguari de Energia
                Vigato 1.620, Street
                Jaguariuna -- SP -- Brazil
                Zip Code 13820-000

                Jaguari, a Brazilian company, owns and operates an electricity
                distribution concession located in the state of Sao Paulo.
                Jaguari is a non-traded utility company controlled by CPEE.
                Jaguari serves approximately 25,000 customers.

       (b)      Jaguari is 100% owned by Sul Paulista. See CPEE below and
                Exhibit B.

       (c)      As of December 31, 2003, Sul Paulista has invested $31 million
                in Jaguari.

       (d)

                                                                                             
                Capitalization at 12/31/03                                                         (000s)
                                                       Shareholder's Equity                     $     31,179
                Net Income (Loss) for the period ended 12/31/03                                 $      5,980



       (e)      N/A






       4.       COMPANHIA LUZ E FORCA DE MOCOCA ("MOCOCA")


       (a)      Companhia Luz e Forca de Mococa
                Vigato 1.620, Street -- 1st Floor -- Room 3
                Jaguariuna -- SP- Brazil
                Zip Code 13820-000

                Mococa, a Brazilian company, owns and operates an electricity
                distribution concession located in the state of Sao Paulo and
                the State of Minas Gerais, Brazil. Mococa is a non-traded
                utility company controlled by CPEE. Mococa serves approximately
                34,000 customers.

       (b)      Mococa is 100% owned by Jaguari . See CPEE below and Exhibit B.

       (c)      As of December 31, 2003, Jaguari has invested $8.6 million in
                Mococa.

       (d)


                Capitalization at 12/31/03                              (000s)
                                                                  
                                              Shareholder's Equity   $     8,573
                Net Income (Loss) for the period ended 12/31/03      $     1,056


       (e)      N/A


       5.       COMPANHIA PAULISTA DE ENERGIA ELECTRICA ("CPEE")

       (a)      Companhia Paulista de Energia Electrica
                Vigato 1.620, Street -- 1st Floor -- room 1
                Jaguariuna -- SP --Brazil
                Zip Code 13820-000

                CPEE, a Brazilian company, owns and operates an electricity
                distribution concession in the state of Sao Paulo, Brazil and
                also has a controlling interest in 3 other non-traded utility
                companies which own and operate electricity distribution
                concessions located in the state of Sao Paulo and in the state
                of Minas Gerais. CPEE and its controlled companies serve
                approximately 160,000 customers. CPEE also owns a 7 percent
                interest in Investco S.A., which owns an 850 MW hydroelectric
                plant, which started commercial operations in December 2001.

       (b)      CMS Participacoes Ltda. owns 94% of CPEE. See Exhibit B.

       (c)      As of December 31, 2003, CMS Participacoes Ltda. has invested
                $90 million in CPEE.

       (d)


                Capitalization at 12/31/03                              (000s)
                                                                  
                                         Shareholder's Equity        $    55,082
                Net Income (Loss) for the period ended 12/31/03      $     9,900


       (e)      N/A






       6.       COMPANHIA SUL PAULISTA DE ENERGIA ELECTRICA ("SUL PAULISTA")

       (a)      Companhia Sul Paulista de Energia
                Vigato 1.620, Street -- 1st Floor -- Room 2
                Jaguariuna -- SP - Brazil
                Zip Code 13820-000

                Sul Paulista, a Brazilian company, owns and operates an
                electricity distribution concession located in the state of Sao
                Paulo. Sul Paulista is a non-traded utility company controlled
                by CPEE. Sul Paulista serves approximately 58,000 customers.

       (b)      Sul Paulista is 88.63% owned by CPEE. See CPEE above and Exhibit
                B.

       (c)      As of December 31, 2003, CPEE has invested $47 million in Sul
                Paulista.

       (d)


                Capitalization at 12/31/03                              (000s)
                                                                  
                                            Shareholder's Equity     $    53,567
                Net Income (Loss) for the period ended 12/31/03      $    10,190


       (e)      N/A


       7.       EMIRATES CMS POWER COMPANY

       (a)      Emirates CMS Power Company
                P.O. Box 47688
                United Arab Emirates
                Al Mansoor Tower,
                7th Floor, Suite 701
                Abu Dhabi

                Emirates CMS Power Company, a U.A.E. Abu Dhabi Emirate company,
                owns a generation and desalination facility in Taweelah, Abu
                Dhabi.

       (b)      CMS Generation Taweelah Limited owns 40% of Emirates CMS Power
                Company.

       (c)      As of December 31, 2003, CMS Generation Taweelah Limited had
                invested $74 million in equity of Emirates CMS Power Company.


       (d)


                Capitalization at 11/30/03                            (000s)
                                                                 
                                       Term Loan                    $   509,727
                                       Shareholder Loan             $    70,845
                                       Retained Earnings            $    33,896
                                       MTW                          $   (66,104)





                                                                                             
                                                                   Shareholder's Equity         $   112,588
                Total Capitalization                                                            $   660,952
                Net Income (Loss) for the period ended 11/30/03                                 $    27,472


       (e)      N/A


       8.       HORIZON ENERGY HOLDINGS LTD. ("HORIZON ENERGY")

       (a)      Horizon Energy Holdings Ltd.
                P.O. Box 309
                Ugland House, South Church Street
                Grand Cayman, Cayman Islands, British West Indies

                Horizon Energy, a Cayman Islands company, is part-owner and
                operator of a 2,000 MW power station and associated lignite mine
                located at Loy Yang, Victoria, Australia.

       (b)      CMS Generation Loy Yang Holdings 1 Ltd., a wholly owned
                subsidiary of CMS Generation Investment Company I, owns 100% of
                Horizon Energy. See Exhibit B.

       (c)      As of December 31, 2003, CMS Generation Investment Company I had
                advanced approximately $149 million in Horizon Energy.

       (d)


                Capitalization at 12/31/03                                                          (000s)
                                                                                             
                                                                   Shareholder's Equity         $      154,718
                                                                   Long-Term Loans              $    1,882,976
                Net Income (Loss) for the period ended 12/31/03                                 $     (156,438)


       (e)      N/A.


       9.       LOY YANG POWER PARTNERS

       (a)      Loy Yang Power Partners
                Bartons Line
                Taralgon, Victoria, Australia
                3844

                Loy Yang Power Partners is the operator of a 2,000 MW power
                station and associated lignite mine located at Loy Yang,
                Victoria, Australia.

       (b)      CMS Generation Horizon Energy Holdings Ltd. owns 25% and Horizon
                Energy Holdings Ltd. owns 24.63% of Loy Yang Power Partners. See
                Exhibit B.

       (c)      As of December 31, 2003, CMS Generation Horizon Energy Holdings
                Ltd. had invested approximately $242 million of equity and
                Horizon Energy Holdings Ltd. had invested approximately $238
                million of equity in Loy Yang Power Partnership.





       (d)


                Capitalization at 12/31/03                                                          (000s)
                                                                                             
                                                                   Shareholder's Equity         $     154,718
                                                                   Long-Term Loans              $   1,882,976
                Net Income (Loss) for the period ended 12/31/03                                 $    (156,438)


       (e)      As of December 31, 2003, CMS Generation Horizon Energy Holdings
                Limited was entitled to an Industry Expertise Fee pursuant to
                the partnership agreement of Loy Yang Power Partners. In 2003,
                no fees were paid from the agreement.


       10.      SISTEMA ELECTRICO DEL ESTADO NUEVA ESPARTA C.A. ("SENECA")

       (a)      Sistema Electrico del Estado Nueva Esparta C.A.
                San Lorenzo
                Pampatar, Nueva Esparta (6312)
                Venezuela

                SENECA, a Venezuelan company, is the owner of 200 MW of
                diesel-fired power generation units located on Margarita Island,
                Venezuela. SENECA also owns and operates an electric
                distribution system located on Margarita Island, Venezuela,
                serving approximately 104,000 customers.

       (b)      CMS Electric & Gas, L.L.C. owns 100% of ENELMAR. ENELMAR owns
                29.50% of SENECA. CMS Electric & Gas L.L.C. owns 100% of CMS
                Venezuela. CMS Venezuela owns 57.86% of SENECA. See Exhibit B.

       (c)      As of December 31, 2003, ENELMAR had invested $3.9 million in
                SENECA. As of December 31, 2003, CMS Venezuela had invested
                $13.8 million in SENECA.


       (d)      Capitalization at 12/31/03                                                          (000s)
                                                                                             
                                                                   Shareholder's Equity         $   160,285
                Net Income (Loss) for the period ended 12/31/03                                 $    (5,632)


       (e)      N/A


       11.      TAWEELAH A2 OPERATING COMPANY ("TAWEELAH")

       (a)      Taweelah A2 Operating Company
                c/o CMS Generation Co.
                One Energy Plaza
                Jackson, Michigan 49201

                Taweelah operates a 710.3 MW generation and desalination
                facility in Taweelah, Abu Dhabi.








       (b)      CMS Energy Corporation owns an interest in Taweelah through
                intervening subsidiaries CMS Enterprises Company and CMS
                Generation Co.

       (c)      As of December 31, 2003, CMS Generation Co. had invested
                approximately $2.37 million of equity in Taweelah.

       (d)


                Capitalization at 12/31/03                                                        (000s)
                                                                                             
                                                                   Shareholder's Capital        $     1,565
                                                                   Retained Earnings            $       801
                                                                   Shareholder's Equity         $     2,366
                Net Income (Loss) for the period ended 12/31/03                                 $     1,160


       (e)      As of December 31, 2003, there was an operating and management
                agreement between Taweelah and Emirate CMS Power Company
                pursuant to which total fees earned were $1,159,973.






       The above-named Claimant has caused this statement to be duly executed on
       its behalf by its authorized officer on this 27th day of February 2004.

                                                CMS ENERGY CORPORATION
                                                A Michigan corporation

       [CORPORATE SEAL]                         By: /s/ Thomas J. Webb
                                                    -------------------------


                                                    Thomas J. Webb
                                                    Executive Vice President and
                                                    Chief Financial Officer



       ATTEST:

       /s/ Wendy A. Edelson
       ------------------------------
       Wendy A. Edelson
       Corporate Counsel


       Name, title, and address of officer to whom notices and correspondence
       concerning this Statement should be addressed:

                                     S. Kinnie Smith, Jr.
                                     Vice Chairman of the Board
                                     and General Counsel
                                     One Energy Plaza
                                     Jackson, Michigan 49201



       February 27, 2004









                                    EXHIBIT A


       Please see the explanatory note on page 1 of the Form U-3A-2.




                                    EXHIBIT B

Organizational charts showing the relationship of each Exempt Wholesale
Generator to associate companies in the holding company system.



                         CENTRALES TERMICAS MENDOZA S.A.
                                      (EWG)

                             CMS Energy Corporation
                                        *
                                        *
                                        *
                             CMS Enterprises Company
                              *                *         *
                            *                    *             *
                          *                     40.47%              *
                        *                                   CMS Gas Transmission Company
                                                    *                     *
                    *                               *                     *
    CMS Generation Co.                              *                     *
            *       *                               *                 37.01%
            *            *                           *                    *
            *                  *               *       *                  *
            *                     21.02%                 *                *
            *                             *                *              *
            *                                    *           *
            *                                          CMS International Ventures, L.L.C.
            *                                                           *
            *                                                           *
           99%                                                       99.999%
            *                                                           *
            *                                                           *
CMS Centrales Termicas S.A.                                    CMS Operating, S.R.L.
            *                                                           *
            *                                                           *
            1%                                                         99%
                   *                                         *
                           *                        *
                           Cuyana S.A. de Inversiones
                                        *
                                      92.6%
                                        *
                         Centrales Termicas Mendoza S.A.










                      CENTRALES TERMICAS SAN NICOLAS, S.A.
                                      (EWG)

                             CMS Energy Corporation
                                        *
                                        *
                                        *
                             CMS Enterprises Company
                                        *
                                        *
                                        *
                               CMS Generation Co.
                                        *
                                      0.1%
                                        *
                       CMS Generation San Nicolas Company
                                        *
                                      0.1%
                                        *
                         Inversora de San Nicolas, S.A.
                                        *
                                       88%
                                        *
                      Centrales Termicas San Nicolas, S.A.








                          CMS DISTRIBUTED POWER, L.L.C.
                                      (EWG)

                             CMS Energy Corporation
                                        *
                                        *
                                        *
                             CMS Enterprises Company
                                        *
                                        *
                                        *
                          CMS Distributed Power, L.L.C.






                                CMS ENSENADA S.A.
                                      (EWG)

                             CMS Energy Corporation
                                        *
                                        *
                                        *
                             CMS Enterprises Company
                          *             *             *
                     *                  *                 *
         40.47%                         *                    *
           *            CMS Gas Transmission Company             *
           *                      *                                  *
           *                    37.01%                            CMS Generation Co.
           *                      *                            *          *
           *               *                            *                 *
           *        *                       21.02%                        *
           *   *                    *                                     *
CMS International Ventures, L.L.C.                                        *
           *                                                              *
           *                                                              *
        99.999%                                                           *
           *                                                              *
           *                                                              *
  CMS Operating, S.R.L.                                    CMS Generation Holdings Company
           *                                                           *
              *                                                    *
                 99%                                           1%
                      *                                     *
                           *                           *
                                CMS Ensenada S.A.





                      CMS GENERATION MICHIGAN POWER L.L.C.
                                     (EWG)

                             CMS Energy Corporation
                                       *
                                       *
                                       *
                            CMS Enterprises Company
                                       *
                                       *
                                       *
                               CMS Generation Co.
                                       *
                                       *
                                       *
                      CMS Generation Michigan Power L.L.C.






                        CMS GENERATION OPERATING COMPANY
                                      (EWG)

                             CMS Energy Corporation
                                        *
                                        *
                                        *
                             CMS Enterprises Company
                                        *
                                        *
                                        *
                               CMS Generation Co.
                                        *
                                        *
                                        *
                        CMS Generation Operating Company



          CMS (INDIA) OPERATIONS & MAINTENANCE COMPANY PRIVATE LIMITED
                                      (EWG)

                             CMS Energy Corporation
                                        *
                                        *
                                        *
                             CMS Enterprises Company
                                        *
                                        *
                                        *
                               CMS Generation Co.
                                        *
                                 *                *
                            *                          *
    CMS International Operating Company                  *
                       *                                    *
                99%                                             1%
             *                                                      *
          CMS (India) Operations & Maintenance Company Private Limited





                         CMS MOROCCO OPERATING CO., S.C.A.
                                     (EWG)
                                      AND
                      CMS INTERNATIONAL OPERATING COMPANY
                                     (EWG)



                             CMS Energy Corporation
                                        *
                             CMS Enterprises Company
                                        *
                                        *
                       *   *   *   CMS Generation Co. *  *  *  *
                   *         * *     *                             *   *
               *           *         *                     *              *
           *            14%          14%                   14%               14%
        *             *               *                    *                  *
      *  Loy Yang Holdings  Loy Yang Holdings        Loy Yang Holdings    Loy Yang Holdings
     *         No. 1 LLC        No. 2 LLC                 No. 3 LLC           No. 4 LLC
    *              *                *                       *                   *
   *              50%              50%                     50%                 50%
  *                 *                *                      *                   *
         Loy Yang Holdings Unit Trust No. 3         Lot Yang Holdings Unit Trust No. 2
  *                         *                                 *
                            50%                             50%
  *                           *                             *
   *                      CMS Generation Investment Company I
      *                                      *               *
         *                                   *
            *                                *                  *
               *              CMS Generation Investment Company IV  *
                  *                             *
                     *                         *                       *
    CMS International Operating Company       *                          *
       *                *               *    *                              *
       *                  *              *                                    *
CMS Generation UK Operating *            50%                                     *
Private Limited              *           *                                          *
    *                         *        *                                                *
    *                          *     *                                                 .1%
    *                        *  CMS Generation Jorf Lasfar III Limited Duration Company *
Jorf Lasfar Aktiebolag         *     *                                                  *
                                *    *                                              *
                      *                                                         *
                        99.7%  .1%   .1%                                    *
                           *     *    *                                 *
                             *    *   *                              *
                                     CMS Morocco Operating Co., S.C.A.




                     DEARBORN GENERATION OPERATING, L.L.C.
                                      (EWG)
                                       AND
                     DEARBORN INDUSTRIAL GENERATION, L.L.C.
                                      (EWG)

                             CMS Energy Corporation
                                        *
                                        *
                                        *
                             CMS Enterprises Company
                                        *
                                        *
                                        *
                               CMS Generation Co.
                             *                   *
                          *                          *
                        *                               *
Dearborn Generation Operating, L.L.C.     Dearborn Industrial Energy, L.L.C.
                                                         *
                                                         *
                                                         *
                                          Dearborn Industrial Generation, L.L.C.




                        EXETER ENERGY LIMITED PARTNERSHIP
                                      (EWG)

                             CMS Energy Corporation
                                        *
                                        *
                                        *
                             CMS Enterprises Company
                                        *
                                        *
                                        *
                               CMS Generation Co.
                          *             *           *
                        *               *             *
                      *                 *               *
                    *        Exeter Management Company    *
Oxford/CMS Development LP               *                 50%
                     *                  *                  *
                    48%                 2%                *
                      *                 *               *
                        *               *             *
                        Exeter Energy Limited Partnership





                             GVK INDUSTRIES LIMITED
                                      (EWG)



                             CMS Energy Corporation
                                       *
                                       *
                                       *
                            CMS Enterprises Company
                           *           *             *
                          *            *                    *
                         *             *                          *
                        *  CMS Gas Transmission Company            CMS Generation Co.
                       *               *                           *
                      *                *                           *
                    40.47%           37.01%                      21.02%
                     *                 *                          *
                       *               *                         *
                         * * CMS International Ventures, L.L.C.**
                                       *
                                       *
                     CMS Generation Investment Company III
                                       *
                                       *
                    Jegurupadu CMS Generation Company Ltd.
                                       *
                                    23.75%
                                       *
                             GVK Industries Limited







                         HIDROELECTRICA EL CHOCON, S.A.
                                      (EWG)




                             CMS Energy Corporation
                                        *
                                        *
                                        *
                             CMS Enterprises Company
                            *           *             *
                           *            *                       *
                          *             *                               *
                          *   CMS Gas Transmission Company        CMS Generation Co.
                           *            *                          *    *         *
                            *           *                         *     *         *
                          40.47%      37.01%                   21.02%   *         *
                              *         *                       *       *         *
                                *       *                      *        *         *
                              CMS International Ventures, L.L.C.        *         *
                                    *                                   *         *
                                    *            CMS Generation Holdings Company  *
                                 99.99%                   *                       *
                                    *                 .01%                        *
                                    *                *                            *
                               CMS Generation S.R.L.                              *
                                                *                                 *
                                                *                                 *
                                               25%                                *
                                                *                                 *
                                                *                              2.48%
                                       Hidroinvest S.A.                       *
                                                *                           *
                                                *                        *
                                               59%                    *
                                                *                  *
                                                *               *
                                  Hidroelectrica El Chocon, S.A.






                     JAMAICA PRIVATE POWER COMPANY, LIMITED
                                      (EWG)
                                       AND
                         PRIVATE POWER OPERATORS LIMITED
                                      (EWG)


                             CMS Energy Corporation
                                        *
                                        *
                                        *
                             CMS Enterprises Company
                                        *
                                        *
                                        *
                               CMS Generation Co.
                                        *
                                        *
                                        *
                           HYDRA-CO Enterprises, Inc.
                        *                             *
                    *                                     *
                *                                            *
CMS Generation Operating Company II, Inc.            HCE-Rockfort Diesel, Inc.
                *                                    *         *
                *                                  *         45.07%
                *                                *              *
          HCO-Jamaica, Inc.                    *      Jamaica Private Power
                *                            1%          Company, Limited
                *                          *
                99%                     *
                *                    *
                *                 *
Private Power Operators Limited*





                    JEGURUPADU OPERATING AND MAINTENANCE CO.
                                      (EWG)




                             CMS Energy Corporation
                                       *
                             CMS Enterprises Company
                          *         *               *
                 *                *                    *
           *                    *                         *
CMS Gas Transmission Company  *                          CMS Generation Co.
           *                *                            *       *
           *             40.47%                      *           *
         37.01%          *                     *                 *
           *           *            21.02%                       *
           *        *              *                             *
CMS International Ventures, L.L.C.                    CMS Investment Company IV
           *                                                     *
           *                                                     *
           *                                                     *
CMS Generation Investment Company III            CMS Generation Investment Company II
           *                        *        *                   *
           *                         *   *                       *
          99%                                 *                  1%
           *                        *                            *
           *                     1%             99%              *
                               *                    *            *

 CMS Generation Jegurupadu I                          CMS Generation Jegurupadu II
 Limited Duration Company                             Limited Duration Company
                  *                                         *
                    *                                     *
                      50%                              50%
                         *                             *
                            *                        *
                        Jegurupadu O&M Company Mauritius
                                        *
                                       60%
                                        *
                    Jegurupadu Operating and Maintenance Co.



                           JORF LASFAR ENERGY COMPANY
                                      (EWG)




                             CMS Energy Corporation
                                        *
                                        *
                                        *
                             CMS Enterprises Company
                                        *
                                        *
                                        *
                               CMS Generation Co.
                                        *
                                        *
                                        *
                       CMS Generation Investment Company IV****************
                  *                          *         *                   *
             *                               *           *                    *
CMS Generation Luxembourg II S.A.R.L.        *             *                    *
         *                                   *               *                    *
         *                                   *                 *                    *
CMS Generation Luxembourg S.A.R.L.           *  CMS Generation Investment Company II *
         *                                   *        *        *                     *
           *                                35%      65%      65%                  35%
              *                              *       *         *                   *
  CMS Generation Netherlands B.V.            *      *  CMS Generation Jorf Lasfar I
      *          *                           *     *    Limited Duration Company
     *           *                           *    *             *
    *            *            CMS Generation Jorf Lasfar II     *
  *                           Limited Duration Company          50%
 *                  *                                   *        *
*                      *                               50%       *
                         *                               *       *
Jorf Lasfar Aktiebolag    Jorf Lasfar Energiaktiebolag   Jorf Lasfar Handelsbolag
  *                          *                                   *
   23%                       25%                                2%
        *                     *                                *
           *                  *                               *
               *************Jorf Lasfar Energy Company************


                              JUBAIL ENERGY COMPANY
                                      (EWG)

                             CMS Energy Corporation
                                        *
                                        *
                                        *
                             CMS Enterprises Company
                                        *
                                        *
                                        *
                               CMS Generation Co.
                                        *
                                        *
                                        *
                      CMS Generation Investment Company VII
                                        *
                                        *
                                        *
                         CMS Jubail Investment Company I
                                        *
                                        *
                                       25%
                                        *
                                        *
                              Jubail Energy Company








                    SHUWEIHAT CMS INTERNATIONAL POWER COMPANY
                                      (EWG)

                             CMS Energy Corporation
                                        *
                                        *
                                        *
                             CMS Enterprises Company
                                        *
                                        *
                                        *
                               CMS Generation Co.
                                        *
                                        *
                                        *
                      CMS Generation Investment Company VII
                           *               *
                         *                 *
                      50%                  *
                    *                      *
                   *                       *
Shuweihat General Partner Company         49.5%
                 *                         *
                   *                       *
                     1%                    *
                       *                   *
                         *                 *
                          Shuweihat Limited Partnership
                                        *
                                        *
                                       40%
                                        *
                                        *
                    Shuweihat CMS International Power Company




                        SHUWEIHAT O&M LIMITED PARTNERSHIP
                                      (EWG)

                             CMS Energy Corporation
                                        *
                                        *
                                        *
                             CMS Enterprises Company
                                        *
                                        *
                                        *
                               CMS Generation Co.
                                        *
                                        *
                                        *
                      CMS Generation Investment Company VII
                                     *    *
                                   *      *
                                50%       *
                             *            *
                         *                *
Shuweihat O&M General Partner Company   49.5%
               *                          *
                  *                       *
                     1%                   *
                        *                 *
                           *              *
                        Shuweihat O&M Limited Partnership




                        ST-CMS ELECTRIC COMPANY PVT. LTD.
                                      (EWG)

                             CMS Energy Corporation
                                        *
                                        *
                                        *
                             CMS Enterprises Company
                                      * * *
                                *       *       *
                            *           *           *
                   CMS Generation Co.   *    CMS Gas Transmission Company
                            *           *           *
                           21.02%     40.47%       37.01%
                            *           *           *
                       CMS International Ventures, L.L.C.
                                        *
                                        *
                                        *
                      CMS Generation Investment Company III
                                        *
                                        *
                                        *
                           CMS Generation Neyveli Ltd.
                                        *
                                       50%
                                        *
                        ST-CMS Electric Company Pvt. Ltd.




                         TAKORADI INTERNATIONAL COMPANY
                                      (EWG)



                             CMS Energy Corporation
                                        *
                                        *
                                        *
                             CMS Enterprises Company
                                        *
                                        *
                                        *
                               CMS Generation Co.
                              *                  *
                             *                    *
                            *                      *
                           *                        *
                          *                          *
                         *                            *
                        *                              *
                       *                                *
                      *                                  *
CMS International Operating Company            CMS Generation Investment Company VI
                       |                                        *
                        |                                       *
                         |                                      *
                          |                       CMS Takoradi Investment Company
                           |                                    *
                         Operator                               *
                             |                                  *
                              |               CMS Takoradi Investment Company II
                               |                                *
                                |                              90%
                                  |                             *
                                 Takoradi International Company



Organizational charts showing the relationship of each foreign utility company
to associate companies in the holding company system.


                   CMS GENERATION HORIZON ENERGY HOLDINGS LTD
                                     (FUCO)
                                       AND
                           HORIZON ENERGY HOLDINGS LTD
                                     (FUCO)
                                       AND
                             LOY YANG POWER PARTNERS
                                     (FUCO)




                             CMS Energy Corporation
                                        *
                                        *
                             CMS Enterprises Company
                                        *
                                   *        *
                               *                 *
            CMS Generation Co.                CMS Gas Transmission Company
            *    *       *    *                            *
           *      *       *     *                           70%
          *        *       *       *                          *
          *        *        *        *           CMS Energy Investment L.L.C.
          *        *         *         *             *         *       *
        14%        14%       14%       14%    *      *         *       *
         *          *         *    86%       *  86%         86%      86%
        *                     * *           *  *          *           *
       *            *            *       *       *                    *
      *              *  *           *                    *  *         *
     *      *         *           *  *                 *     *        *
Loy Yang Holdings  Loy Yang Holdings  Loy Yang Holdings    Loy Yang Holdings
  No. 1 LLC           No. 2 LLC           No. 3 LLC           No. 4 LLC
    *                   *                         *              *
     *                 *                           *            *
     50%             50%                           50%        50%
      *              *                              *         *
  Loy Yang Holdings Unit Trust No. 3        Loy Yang Holdings Unit Trust No. 2
                    *                                  *
                      *                               *
                       50%                          50%
                         *                         *
                       CMS Generation Investment Company I
                       *                               *
                    *                                    *
                 *                                          *
CMS Generation Loy Yang Holdings 2 Ltd.      CMS Generation Loy Yang Holdings 1 Ltd.
               *                                               *
               *                                               *
CMS Generation Horizon Energy Holdings Ltd.      Horizon Energy Holdings Ltd.
               *                                               *
                 25%                                     24.63%
                        *                              *
                             Loy Yang Power Partners





                              CMS OPERATING, S.R.L.
                                     (FUCO)

                             CMS ENERGY CORPORATION
                                        *
                                        *
                                        *
                             CMS ENTERPRISES COMPANY
                              *         *         *
                             *          *           *
                           *            *             *
                         *              *               *
                CMS Generation Co.      *    CMS Gas Transmission Company
                       *         *       *                *
                       *          *       *               *
                       *         21.02%   40.47%        37.01%
  CMS Generation Holdings Company   *         *            *
                    *                *         *           *
                      *               *         *          *
                       *           CMS International Ventures, L.L.C.
                        *                                 *
                         *                              *
                       .001%                        99.999%
                           *                          *
                            *                       *
                              CMS Operating, S.R.L.



               COMPANHIA PAULISTA DE ENERGIA ELECTRICA S.A. (CPEE)
                                     (FUCO)
                                       AND
                  COMPANHIA SUL PAULISTA DE ENERGIA S.A. (CSPE)
                                     (FUCO)
                                       AND
                     COMPANHIA JAGUARI DE ENERGIA S.A. (CJE)
                                     (FUCO)
                                       AND
                   COMPANHIA LUZ E FORCA DE MOCOCA S.A. (CLFM)
                                     (FUCO)

                             CMS Energy Corporation
                                        *
                             CMS Enterprises Company
                                *       *        *
                       40.47%           *             *
                     *    CMS Gas Transmission Company    *
                     *                  *                   *
                     *                37.01%         CMS Generation Co.
                      *                 *                   *
                       *                *               21.02%
                        *               *                 *
                       CMS International Ventures, L.L.C.
                                        *
                                        *
                           CMS Electric & Gas, L.L.C.
                                        *
                                     99.99%
                                        *
                            CMS Distribuidora, Ltda.
                                        *
                                     99.99%
                                        *
                             CMS Participacoes Ltda.
                                        *
                                     94.01%
                                        *
                                      CPEE
                                        *
                                     88.63%
                                        *
                                      CSPE
                                        *
                                        *
                                       CJE
                                        *
                                        *
                                      CLFM



                           EMIRATES CMS POWER COMPANY
                                     (FUCO)

                             CMS Energy Corporation
                                        *
                                        *
                                        *
                             CMS Enterprises Company
                                        *
                                        *
                                        *
                               CMS Generation Co.
                                        *
                                        *
                                        *
                      CMS Generation Investment Company VII
                                        *
                                        *
                                        *
                         CMS Generation Taweelah Limited
                                        *
                                       40%
                                        *
                           Emirates CMS Power Company



            SISTEMA ELECTRICO DEL ESTADO NUEVA ESPARTA C.A. (SENECA)
                                     (FUCO)

                             CMS Energy Corporation
                                        *
                                        *
                                        *
                             CMS Enterprises Company
                           *            *           *
                          *             *               *
                        *               *                   *
                      *   CMS Gas Transmission Company      CMS Generation Co.
                     *                  *                         *
                     *                  *                        *
                   40.47%            37.01%                   21.02%
                      *                 *                     *
                       *                *                  *
                       CMS International Ventures, L.L.C.
                                        *
                                        *
                                        *
                           CMS Electric & Gas, L.L.C.
                            *                    *
                           *                     *
                          *               CMS Venezuela S.A.
                         *                       *
                        *                        *
                   ENELMAR, S.A                52.37%
                      *                          *
                          33.34%               *
                                 *           *
                                     SENECA



                          TAWEELAH A2 OPERATING COMPANY
                                     (FUCO)


                             CMS Energy Corporation
                                        *
                                        *
                                        *
                             CMS Enterprises Company
                                        *
                                        *
                                        *
                               CMS Generation Co.
                                        *
                                        *
                                        *
                          Taweelah A2 Operating Company