UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 15, 1999 Commission Registrants; State of Incorporation; IRS Employer File Number Address; and Telephone Number Identification No. 1-11327 Illinova Corporation 37-1319890 (an Illinois Corporation) 500 S. 27th Street Decatur, IL 62525 (217) 424-6600 1-3004 Illinois Power Company 37-0344645 (an Illinois Corporation) 500 S. 27th Street Decatur, IL 62525 (217) 424-6600 Total number of sequentially numbered pages is 7. 1 Item 5. Other Events Certain information contained in this release is forward-looking, based on current expectations and plans that involve risks and uncertainties. Forward-looking information includes, among other things, statements concerning estimates and projections of earnings. Although Illinova believes that this forward-looking information is accurate, its businesses are dependent on various regulatory issues, general economic conditions and future trends, and these factors can cause actual results to differ materially from the forward-looking information that has been provided. The reader is cautioned not to put undue reliance on this forward-looking information, which is not a guarantee of future performance and is subject to a number of uncertainties and other factors, many of which are outside the control of Illinova. The following factors, in addition to those discussed in the company's Annual Report on Form 10-K for the year ended December 31, 1998, and subsequent securities filings, could cause results to differ materially from management expectations as suggested by such forward-looking information: the impact of recent and future federal and state regulatory changes; the effects of increased competition; the impact of fluctuations in commodity prices and customer demand; the impacts of new environmental laws and regulations; factors affecting non-utility investments, such as the risk of doing business in foreign countries; construction and operation risks; and increases in financing costs. ILLINOVA REPORTS THIRD-QUARTER EARNINGS On October 14, 1999, Illinova Corporation reported third-quarter 1999 earnings of $51.7 million, or 74 cents per common share (basic and diluted). This compares to earnings of $26.6 million, or 37 cents per common share, for the same period last year. Year-to-date earnings are $78.1 million, or $1.12 per common share, up from $2.6 million, or 4 cents per common share, for the same period in 1998. Based on financial results to date and the outlook for the remainder of 1999, Illinova remains on target to meet its earlier projection of $1.50 per share earnings for the year. This year's stronger results are due primarily to Illinois Power's substantial improvement in its power supply situation. In contrast to summer 1998 when the utility had insufficient generating capacity and paid unprecedented prices for purchased power, Illinois Power this summer had adequate generating capacity to meet its customers' record demands and to sell in the wholesale market. Third-quarter 1999 expenses include $2.1 million related to Illinova's recently announced merger with Dynegy and $6.7 million in interest due to changes in net present value of decommissioning assets and liabilities, an expense that will be reversed if the sale of Clinton Power Station to AmerGen is completed by year's end as expected. Without these non-recurring expenses, earnings for the quarter would have been almost $58 million, or approximately 83 cents per share. Illinova Corporation [NYSE:ILN], headquartered in Decatur, Illinois, is an energy services holding company with $6.8 billion in assets and annual revenues of $2.4 billion. Its subsidiaries include Illinois Power, an electric and natural gas utility that serves approximately 650,000 customers over a 15,000-square-mile area of Illinois; Illinova Generating, which invests in, develops and operates independent power projects worldwide; and Illinova Energy Partners, which markets energy and energy-related services in the United States and Canada. Illinova shareholders earlier this week approved the company's merger with Dynegy Inc. [NYSE:DYN], a leading national energy merchant providing a full range of energy products and services. The merger is expected to close early in 2000, pending remaining regulatory approvals and Illinois Power's completing the sale of its Clinton Power Station. 2 Item 7. Financial Statements (A) Financial Statements (99.1) Illinova Consolidated Income Statements 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. ILLINOVA CORPORATION (Registrant) By /s/ Larry F. Altenbaumer ---------------------------- Larry F. Altenbaumer Senior Vice President, Chief Financial Officer, Treasurer and Controller on behalf of Illinova Corporation Date: October 15, 1999 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. ILLINOIS POWER COMPANY (Registrant) By /s/ Larry F. Altenbaumer ---------------------------- Larry F. Altenbaumer President on behalf of Illinois Power Company Date: October 15, 1999 4 Exhibit Index The following Exhibits are hereby filed as part of this Current Report on Form 8-K: Exhibit Number Description 99.1 Illinova Consolidated Income Statements 5