UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A AMENDMENT NO. 1 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1995 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) Of THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ........ to ........ Commission Registrant; State of Incorporation; IRS Employer File Number Address; and Telephone Number Identification No. 1-10628 CIPSCO INCORPORATED 37-1260920 (An Illinois Corporation) 607 East Adams Street Springfield, Illinois 62739 217-523-3600 1-3672 CENTRAL ILLINOIS PUBLIC SERVICE COMPANY 37-0211380 (An Illinois Corporation) 607 East Adams Street Springfield, Illinois 62739 217-523-3600 Indicate by check mark whether the Registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. Yes X No _______ _______ Indicate the number of shares outstanding of each of the issuers' classes of common stock, as of the latest practicable date: CIPSCO INCORPORATED Common stock, no par value, 34,069,542 shares outstanding at June 30, 1995 CENTRAL ILLINOIS PUBLIC SERVICE COMPANY Common stock, no par value, 25,452,373 shares outstanding and held by CIPSCO INCORPORATED at June 30, 1995 -1- CIPSCO INCORPORATED AND CENTRAL ILLINOIS PUBLIC SERVICE COMPANY INDEX PAGE NO. ________ Item 5. Other Matters . . . . . . . . . . . . . . . . . 3 Item 6. Exhibits and Reports on Form 8-K. . . . . . . . 3 -2- PART II. OTHER INFORMATION ITEM 5. OTHER MATTERS Reference is hereby made to the CIPSCO Incorporated and Central Illinois Public Service Company Quarterly Report on Form 10-Q for the quarterly period ending June 30, 1995, as filed by the registrants with the Securities and Exchange Commission on August 14, 1995, (the "August 14, 10-Q"). The version of the Agreement and Plan of Merger, dated as of August 11, 1995, by and among CIPSCO Incorporated, Union Electric Company, Arch Holding Corp. and Arch Merger Inc. (the "Merger Agreement") which was filed as Exhibit 2(a) to the August 14 10-Q (the "August 14 Exhibit 2(a)") and incorporated by reference into Item 5 of the August 14 10-Q inadvertently contained a proviso in Section 9.3 thereof which was not a part of the Merger Agreement and was not agreed to by the parties thereto. The full text of the correct version of the Merger Agreement is attached hereto as Exhibit 2(a), and incorporated herein by reference. All references to the Merger Agreement in Item 5 of the August 14 10-Q, including the incorporation by reference into such Item of the Merger Agreement, are hereby deemed to refer to the version of the Merger Agreement filed herewith. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K Reference is hereby made to the Merger Agreement which was filed as the August 14 Exhibit 2(a) to the August 14 10-Q. The last three lines of Section 9.3(a) of the August 14 Exhibit 2(a) inadvertently contained a proviso which is not a part of the Merger Agreement executed and agreed to by the parties thereto. The full text of the correct Merger Agreement is attached as Exhibit 2(a) hereto and supersedes the August 14 Exhibit 2(a) in its entirety. (a) Exhibits. Exhibit 2(a) -- Agreement and Plan of Merger, dated as of August 11, 1995, by and among CIPSCO Incorporated, Union Electric Company, Arch Holding Corp., and Arch Merger Inc.