WASHINGTON, DC 20549
FORM 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):
February 3, 2004
Exact Name of Registrant as specified
in its charter;
Commission State of Incorporation; IRS Employer
File Number Address and Telephone Number Identification No
- ----------- ---------------------------- ------------------
1-14756 Ameren Corporation 43-1723446
(Missouri Corporation)
1901 Chouteau Avenue
St. Louis, Missouri 63103
(314) 621-3222
1-2967 Union Electric Company 43-0559760
(Missouri Corporation)
1901 Chouteau Avenue
St. Louis, Missouri 63103
(314) 621-3222
1-3672 Central Illinois Public Service Company 37-0211380
(Illinois Corporation)
607 East Adams Street
Springfield, Illinois 62739
(217) 523-3600
333-56594 Ameren Energy Generating Company 37-1395586
(Illinois Corporation)
1901 Chouteau Avenue
St. Louis, Missouri 63103
(314) 621-3222
2-95569 CILCORP Inc. 37-1169387
(Illinois Corporation)
300 Liberty Street
Peoria, Illinois 61602
(309) 677-5230
1-2732 Central Illinois Light Company 37-0211050
(Illinois Corporation)
300 Liberty Street
Peoria, Illinois 61602
(309) 677-5230
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE.
On February 3, 2004, Ameren Corporation ("Ameren") and Dynegy
Corporation ("Dynegy") announced that they, together with certain subsidiaries
of Dynegy, had entered into a Stock Purchase Agreement, dated as of February
2, 2004 (the "Agreement"), which sets forth the terms and conditions
pursuant to which Ameren will acquire Illinois Power Company ("IPC"), a
subsidiary of Dynegy, and Dynegy's 20 percent interest in Electric Energy, Inc.
For additional information, reference is made to the press release
dated February 3, 2004, which is included as Exhibit 99.1, and the text of the
Agreement, which is included as Exhibit 2.1, both of which are hereby
incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Not applicable
(b) Not applicable
(c) The following exhibits are included with this Report:
Exhibit
No. Description
-------- -----------
2.1 Stock Purchase Agreement, dated as of February 2, 2004,
among Ameren, Dynegy, Illinova and Illinova Generating
Company.
99.1 Press Release, dated February 3, 2004.
ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
The press release attached as Exhibit 99.1 and incorporated herein by
reference discloses updated estimates by Ameren of its earnings per share for
the year ended December 31, 2003.
The combined Form 8-K is being filed separately by Ameren, Union
Electric Company, Central Illinois Public Service Company, Ameren Energy
Generating Company, CILCORP Inc. and Central Illinois Light Company
(Registrants). Information contained herein relating to any individual
registrant has been filed by such registrant on its own behalf. No registrant
makes any representation as to information relating to any other registrant.
SIGNATURES
Pursuant to the requirements of the Exchange Act, each registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized. The signature for each undersigned company shall be deemed to
relate only to matters having reference to such company or its subsidiaries.
AMEREN CORPORATION
(Registrant)
/s/ Martin J. Lyons
-------------------------------------
Martin J. Lyons
Vice President and Controller
(Principal Accounting Officer)
UNION ELECTRIC COMPANY
(Registrant)
/s/ Martin J. Lyons
-------------------------------------
Martin J. Lyons
Vice President and Controller
(Principal Accounting Officer)
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
(Registrant)
/s/ Martin J. Lyons
-------------------------------------
Martin J. Lyons
Vice President and Controller
(Principal Accounting Officer)
AMEREN ENERGY GENERATING COMPANY
(Registrant)
/s/ Martin J. Lyons
--------------------------------------
Martin J. Lyons
Vice President and Controller
(Principal Accounting Officer)
CILCORP Inc.
(Registrant)
/s/ Martin J. Lyons
------------------------------------
Martin J. Lyons
Vice President and Controller
(Principal Accounting Officer)
Central Illinois Light Company
(Registrant)
/s/ Martin J. Lyons
------------------------------------
Martin J. Lyons
Vice President and Controller
(Principal Accounting Officer)
Date: February 3, 2004
EXHIBIT INDEX
Exhibit No. Description
- ----------- ------------
2.1 Stock Purchase Agreement, dated as of February 2,
2004, among Ameren, Dynegy, Illinova and Illinova
Generating Company.
99.1 Press release issued on February 3, 2004 by
Ameren Corporation.