EXHIBIT 23



                       CONSENT OF INDEPENDENT ACCOUNTANTS
                       ----------------------------------


 We hereby consent to the incorporation by reference in the Prospectus
 constituting part of the Registration Statement on Form S-3 (No. 2-96198) and
 the Registration Statement on Form S-8 (No. 33-60330) of Union Electric Company
 of our report dated February 2, 1994 appearing on page 19 of the 1993 Annual
 Report to Stockholders which is incorporated by reference in this Annual Report
 on Form 10-K.  We also consent to the incorporation by reference of our report
 on the Financial Statement Schedules, which appears on page 13 of this Form 
 10-K.



 /s/ PRICE WATERHOUSE

 PRICE WATERHOUSE


 One Boatmen's Plaza
 St. Louis, Missouri
 March 29, 1994