Exhibit 24.1

                                POWER OF ATTORNEY

     WHEREAS, AMEREN CORPORATION,  a Missouri corporation (herein referred to as
the "Company"), is required to file with the Securities and Exchange Commission,
under the  provisions of the  Securities  Exchange Act of 1934, as amended,  its
annual report on Form 10-K for the year ended December 31, 2002; and

     WHEREAS,  each of the below  undersigned holds the office or offices in the
Company set opposite his or her name;

     NOW,  THEREFORE,  each of the undersigned  hereby  constitutes and appoints
Charles W.  Mueller  and/or Gary L.  Rainwater  and/or  Warner L. Baxter  and/or
Steven R. Sullivan the true and lawful attorneys-in-fact of the undersigned, for
and in the name,  place and stead of the  undersigned,  to affix the name of the
undersigned  to  said  Form  10-K  and  any  amendments  thereto,  and,  for the
performance  of the same acts,  each with  power to  appoint in their  place and
stead  and  as  their  substitute,   one  or  more   attorneys-in-fact  for  the
undersigned,  with full power of revocation; hereby ratifying and confirming all
that said attorneys-in-fact may do by virtue hereof.

     IN WITNESS WHEREOF, the undersigned have hereunto set their hands this 14th
day of February 2003:

Charles W. Mueller, Chairman, Chief
       Executive Officer and Director
       (Principal Executive Officer)                /s/ Charles W. Mueller
                                                   -----------------------------

William E. Cornelius, Director                      /s/ William E. Cornelius
                                                   -----------------------------

Clifford L. Greenwalt, Director                     /s/ Clifford L. Greenwalt
                                                   -----------------------------

Thomas A. Hays, Director                            /s/ Thomas A. Hays
                                                   -----------------------------

Richard A. Liddy, Director                          /s/ Richard A. Liddy
                                                   -----------------------------

Gordon R. Lohman, Director                          /s/ Gordon R. Lohman
                                                   -----------------------------

Richard A. Lumpkin, Director                        /s/ Richard A. Lumpkin
                                                   -----------------------------

John Peters MacCarthy, Director                     /s/ John Peters MacCarthy
                                                   -----------------------------

Hanne M. Merriman, Director
                                                   -----------------------------

Paul L. Miller, Jr., Director                       /s/ Paul L. Miller, Jr.
                                                   -----------------------------

Harvey Saligman, Director                           /s/ Harvey Saligman
                                                   -----------------------------

James W. Wogsland, Director                         /s/ James W. Wogsland
                                                   -----------------------------

Warner L. Baxter, Senior Vice President
       (Principal Financial Officer)                /s/ Warner L. Baxter
                                                   -----------------------------

Martin J. Lyons, Controller
       (Principal Accounting Officer)               /s/ Martin J. Lyons
                                                   -----------------------------





STATE OF MISSOURI        )
                         )  SS.
CITY OF ST. LOUIS        )

     On this 14th day of  February,  2003,  before  me, the  undersigned  Notary
Public in and for said State,  personally appeared the above-named  officers and
directors of Ameren Corporation,  known to me to be the persons described in and
who executed the foregoing  power of attorney and  acknowledged  to me that they
executed the same as their free act and deed for the purposes therein stated.

     IN TESTIMONY  WHEREOF,  I have hereunto set my hand and affixed my official
seal.


                                                     /s/ K. A. Bell
                                        ----------------------------------------
                                                         K. A. BELL
                                                 Notary Public - Notary Seal
                                                     STATE OF MISSOURI
                                                     St. Louis County
                                        My Commission Expires:  October 13, 2006