Filed Pursuant to Rule 433
Registration No. 333-151432
March 13, 2009
Pricing Term Sheet
Issuer: |
| Union Electric Company d/b/a AmerenUE |
Ratings (Moody’s/S&P/Fitch): |
| Baa1 (stable)/BBB (stable)/A (stable) |
Issue: |
| 8.45% Senior Secured Notes due 2039 |
Offering Size: |
| $350,000,000 |
Coupon: |
| 8.45% per annum |
Trade Date: |
| March 13, 2009 |
Settlement Date: |
| March 20, 2009 |
Maturity: |
| March 15, 2039 |
Treasury Benchmark: |
| 4.50% due May 15, 2038 |
US Treasury Spot: |
| 115-02 |
US Treasury Yield: |
| 3.656% |
Spread to Treasury: |
| +482.5 basis points |
Re-offer Yield: |
| 8.481% |
Price to Public (Issue Price): |
| 99.667% |
Gross Proceeds: |
| $348,834,500 |
Interest Payment Dates: |
| March 15 and September 15, commencing September 15, 2009 |
Optional Redemption: |
| Make-Whole Call, at any time at a discount rate of Treasury plus 50 basis points |
Security: |
| The Senior Secured Notes will be secured by a series of the issuer’s first mortgage bonds |
CUSIP: |
| 906548 CH3 |
Minimum Denomination: |
| $2,000 x $1,000 |
Joint Bookrunners: |
| Barclays Capital Inc., BNY Mellon Capital Markets, LLC and Mitsubishi UFJ Securities (USA), Inc. |
Co-managers: |
| Fifth Third Securities, Inc. and U.S. Bancorp Investments, Inc. |
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Barclays Capital Inc. toll-free at 1-888-227-2275, Ext. 2663, BNY Mellon
Capital Markets, LLC collect at 1-212-635-8974 or Mitsubishi UFJ Securities (USA), Inc. collect at 1-212-782-6940.
