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SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 		 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
DOWNEY WILLIAM H
(Last) (First) (Middle)
1201 WALNUT ST.
21ST FLOOR
(Street)
KANSAS CITY MO 64106
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
GREAT PLAINS ENERGY INC [ GXP ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President and COO
3. Date of Earliest Transaction (Month/Day/Year)
02/06/2007
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 1,295(1) I 401-k
Common Stock 02/06/2007 A 12,616(2) A (2) 62,130 D
Common Stock 02/06/2007 F 3,825 D $31.96 58,305 D
Common Stock 02/06/2007 A 49,228(3) A (3) 107,533(4) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to buy)(5) (5) (5) (5) Common Stock (5) 45,249 D
Explanation of Responses:
1. Amount includes 286 shares acquired between February 1, 2006 and February 6, 2007 from automatic payroll deduction/investment and participation in the Company's 401-k Plan.
2. Shares of common stock awarded pursuant to performance share grants.
3. Award of restricted stock pursuant to the Company's Long-Term Incentive Plan.
4. Amount includes/reflects 73,715 restricted shares and 1,268 shares acquired between February 1, 2006 and February 7, 2006 through participation in the Company's Dividend Reinvestment and Direct Stock Purchase Plan.
5. Stock options granted in tandem with stock appreciation rights exercisable automatically in the event of a change in control as defined by the Long-Term Incentive Plan under which they are granted. Options may be exercised with cash or previously-owned shares of Common Stock.
Remarks:
/s/ Executed on behalf of William H. Downey by Mark G. English, Attorney-in-Fact 02/08/2007
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
Unassociated Document
 
 
Exhibit 24
POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS:

          That the undersigned, William H. Downey, does hereby constitute and appoint Barbara B. Curry or Mark G. English, his/her true and lawful attorney and agent, with full power and authority to execute in the name and on behalf of the undersigned individual a Report on Form 3, Form 4 or Form 5, and all amendments thereto; hereby granting unto such attorney and agent full power of substitution and revocation in the premises; and hereby ratifying and confirming all that such attorney and agent may do or cause to be done by virtue of these presents.

          IN WITNESS WHEREOF, I have hereunto set my hand and seal this 8th day of February 2007.
     
 
 
 		  
 		  
 
  By:   /s/  William H. Downey 
 
Signature
  Name Printed:   William H. Downey

 

STATE OF MISSOURI
 
COUNTY OF JACKSON
)
) ss
)

          On this 8th day of February 2007, before me the undersigned, a Notary Public, personally appeared William Downey, to be known to be the person described in and who executed the foregoing instrument, and who, being by me first duly sworn, acknowledged that he executed the same as his free act and deed.

          IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal the day and year last above written.
     
 
 
 		  
 		  
 
  By:   /s/ Renee Ray
 
Notary Public
  Jackson County, Missouri

My Commission Expires:
 
    Aug. 30, 2010