UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                   FORM 10-Q/A


                 FOR THE QUARTERLY PERIOD ENDED AUGUST 31, 1996
                         COMMISSION FILE NUMBER: 0-23148

                          AES CHINA GENERATING CO. LTD.
             (Exact name of registrant as specified in its charter)

                       BERMUDA                          98-0152612
           (State or other jurisdiction of            (IRS Employer
           incorporation or organization)           Identification No.)

                           3/F(W), GOLDEN BRIDGE PLAZA
                           #1(A) JIANGUOMENWAI AVENUE
                   BEIJING 100020, PEOPLE'S REPUBLIC OF CHINA
                     (Address of principal executive office)

                        TELEPHONE NUMBER (86 10) 65089619
              (Registrant's telephone number, including area code)








                                 AMENDMENT NO. 1





         The  undersigned  Registrant  hereby amends,  as set forth in the pages
attached hereto,  its Quarterly Report on Form 10-Q for the fiscal quarter ended
August 31, 1996:

         The Registrant's Quarterly Report on Form 10-Q for the fiscal quarter
ended August 31, 1996 is hereby amended to file a revised version of Exhibit
10.33, for which Registrant has requested that the Securities and Exchange
Commission grant confidential treatment for certain information identified
therein. The amended version of such exhibit is attached hereto.










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.

                                        AES China Generating Co. Ltd.
                                        -----------------------------
                                        (Registrant)



November 27, 1996                       /s/ Jeffery A. Safford                
- ----------------                        -----------------------------
Date                                    Vice President               
                                        Chief Financial Officer and Secretary









EXHIBIT INDEX

EXHIBIT                                                            SEQUENTIALLY
NUMBER                DOCUMENT                                     NUMBERED PAGE
- ------                --------                                     -------------

10.33*            Operation & Offtake Contract dated July 5, 1996
                  between Wuhu Shaoda Electric Power Development
                  Company Limited and Anhui Provincial Electric
                  Power Corporation



















- ----------------
*  Confidential treatment has been requested for certain information indentified
in this exhibit.