SECURITIES AND EXCHANGE COMMISSION
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):
May 30, 2003
AMEREN CORPORATION
(Exact name of registrant as specified in its charter)
Missouri 1-14756 43-1723446
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
1901 Chouteau Avenue, St. Louis, Missouri 63103
(Address of principal executive offices and Zip Code)
Registrant's telephone number, including area code: (314) 621-3222
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE.
Reference is made to "Regulatory Matters" under "Management's Discussion
and Analysis of Financial Condition and Results of Operations" and "Intercompany
Transfer of Electric Generating Facilities" under Note 3 to the "Notes to
Consolidated Financial Statements" of the Registrant's Form 10-Q for the
quarterly period ended March 31, 2003, for a discussion of the proposed transfer
to the Registrant's subsidiary, Union Electric Company, which operates as
AmerenUE, of approximately 550 megawatts of combustion turbine generating units
at Pinckneyville and Kinmundy, Illinois from AmerenEnergy Generating Company
(Generating Company), another subsidiary, and for a discussion of the status of
the related proceedings before the Illinois Commerce Commission (ICC) and the
Federal Energy Regulatory Commission (FERC).
On May 30, 2003, AmerenUE filed a Notice of Withdrawal with the ICC
notifying it that AmerenUE had elected not to pursue approval of the transaction
and was withdrawing its request. In the Notice, AmerenUE states that the
concerns expressed by the ICC Staff regarding AmerenUE's means of satisfying its
generating capacity needs, juxtaposed with the Missouri Public Service
Commission's (MoPSC) views of the appropriate means of meeting generating
capacity obligations, have demonstrated to AmerenUE the difficulty of a single
company operating as an electric utility in both a regulated generation
jurisdiction such as Missouri and an unregulated generation jurisdiction such as
Illinois. To remedy this difficulty, AmerenUE announced in the Notice its plan
to limit its public utility operations to the State of Missouri and to
discontinue operating as a public utility subject to ICC regulation. AmerenUE
intends to accomplish this plan by transferring its Illinois-based electric and
natural gas businesses, including its Illinois-based distribution assets and
personnel and certain of its transmission assets, to the Registrant's
subsidiary, Central Illinois Public Service Company, which operates as
AmerenCIPS. AmerenUE's electric generating facilities and certain of its
electric transmission facilities in Illinois would not be part of the transfer.
The transfer of AmerenUE's Illinois-based utility businesses will require the
approval of the ICC, the FERC, the MoPSC and the Securities and Exchange
Commission (SEC) under the provisions of the Public Utility Holding Company Act
of 1935 (PUHCA).
Upon receipt of these regulatory approvals and completion of the transfer
of its Illinois-based utility businesses, AmerenUE, as it states in the above
referenced Notice of Withdrawal, will no longer be subject to regulation as a
public utility by the ICC and as a result, the ICC's approval will no longer be
required for the Pinckneyville and Kinmundy combustion turbine generating units
to be transferred from Generating Company to AmerenUE. The Registrant intends to
continue with the intercompany transfer of these electric generating facilities
and will continue to seek approvals from regulators having jurisdiction over the
transaction. The FERC is required to approve the transaction. As stated
previously, ICC approval will no longer be necessary. Further, the MoPSC is not
required to approve this transaction; however, the MoPSC has stated in filings
with the FERC that this transaction is consistent with and supported by the
AmerenUE electric rate settlement approved by the MoPSC in August 2002. Due to
the fact that no state regulatory bodies will approve this transaction, the SEC
will be required to approve this transaction under the PUHCA.
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The Registrant is unable to predict the ultimate outcome of the above
referenced regulatory proceedings or the timing of the final decisions of the
various agencies. The timing of regulatory approvals of these proposed
transactions are not anticipated to have any effect on the Registrant's
financial position, results of operations or liquidity.
SIGNATURE
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.
AMEREN CORPORATION
(Registrant)
By /s/ Martin J. Lyons
---------------------------------
Name: Martin J. Lyons
Title: Vice President and Controller
(Principal Accounting Officer)
Date: June 2, 2003
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