<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For Quarterly Period Ended June 30, 2000
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For The Transition Period From to
Commission file number 1-14756.
AMEREN CORPORATION
(Exact name of registrant as specified in its charter)
Missouri 43-1723446
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) 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
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X . No .
------ ----
Shares outstanding of each of registrant's classes of common stock as of July
31, 2000: Common Stock, $ .01 par value - 137,215,462
<PAGE>
Ameren Corporation
Index
Page No.
Part I Consolidated Financial Information (Unaudited)
Management's Discussion and Analysis 2
Quantitative and Qualitative Disclosures
About Market Risk 6
Consolidated Balance Sheet
- June 30, 2000 and December 31, 1999 8
Consolidated Statement of Income
- Three months, six months and 12 months ended
June 30, 2000 and 1999 9
Consolidated Statement of Cash Flows
- Six months ended June 30, 2000 and 1999 10
Notes to Consolidated Financial Statements 11
Part II Other Information 14
<PAGE>
PART I. CONSOLIDATED FINANCIAL INFORMATION (UNAUDITED)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
OVERVIEW
Ameren Corporation (Ameren) is a holding company registered under the Public
Utility Holding Company Act of 1935 (PUHCA). In December 1997, Union Electric
Company (AmerenUE) and CIPSCO Incorporated (CIPSCO) combined to form Ameren,
with AmerenUE and CIPSCO's subsidiaries, Central Illinois Public Service Company
(AmerenCIPS) and CIPSCO Investment Company (CIC), becoming subsidiaries of
Ameren (the Merger). As a result of the Merger, Ameren has a 60% ownership
interest in Electric Energy, Inc. (EEI). That interest is consolidated for
financial reporting purposes. Since the Merger, Ameren has formed AmerenEnergy,
Inc. (AmerenEnergy), Ameren Development Company, AmerenEnergy Resources Company,
and Ameren Services Company. AmerenEnergy, an energy marketing subsidiary,
primarily serves as a power marketing agent for the operating utility
subsidiaries and provides a range of energy and risk management services to
targeted customers. Ameren Development Company is a nonregulated subsidiary
encompassing Ameren's nonregulated products and services. AmerenEnergy Resources
Company (formerly known as Ameren Intermediate Holding Co., Inc.) holds the
Registrant's nonregulated generating operations (see discussion below under
"Electric Industry Restructuring"). Ameren Services Company provides shared
support services to Ameren and all of its subsidiaries.
The following discussion and analysis should be read in conjunction with the
Notes to Consolidated Financial Statements beginning on page 11, and the
Management's Discussion and Analysis of Financial Condition and Results of
Operations (MD&A), the Audited Consolidated Financial Statements and the Notes
to Consolidated Financial Statements appearing in the Registrant's 1999 Annual
Report to Stockholders (which are incorporated by reference in the Registrant's
1999 Form 10-K).
References to the Registrant are to Ameren on a consolidated basis; however, in
certain circumstances, the subsidiaries are separately referred to in order to
distinguish between their different business activities.
RESULTS OF OPERATIONS
Earnings
Second quarter 2000 earnings of $114 million, or $.83 per share, increased $27
million, or 20 cents per share, from 1999's second quarter earnings. Earnings
for the six months ended June 30, 2000, totaled $175 million, or $1.28 per
share, compared to the year-ago earnings of $141 million or $1.03 per share.
Earnings for the 12 months ended June 30, 2000, were $419 million, or $3.06 per
share, compared to $404 million, or $2.95 per share, for the preceding 12-month
period.
Earnings and earnings per share fluctuated due to many conditions, primarily:
weather variations, credits to electric customers, electric rate reductions,
competitive market forces, sales growth, fluctuating operating costs (including
Callaway Nuclear Plant refueling outages), changes in interest expense, changes
in income and property taxes, and non-recurring charges for a targeted employee
separation plan and for coal contract termination payments.
The significant items affecting revenues, costs and earnings during the
three-month, six-month and 12-month periods ended June 30, 2000 and 1999 are
detailed on the following pages.
Electric Operations
Electric Operating Revenues Variations for periods ended June 30, 2000
from comparable prior-year periods
--------------------------------------------------------------------------------
(Millions of Dollars) Three Months Six Months Twelve Months
------------ ---------- -------------
--------------------------------------------------------------------------------
Credit to customers $ (5) $ 5 $ (13)
Effect of abnormal weather (6) (18) (37)
Growth and other 60 78 130
Interchange sales 36 97 202
EEI (16) (6) (6)
--------------------------------------------------------------------------------
$ 69 $ 156 $ 276
--------------------------------------------------------------------------------
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The $69 million increase in second quarter electric revenues compared to the
year-ago quarter was primarily driven by increased interchange sales due to
strong marketing efforts. Interchange sales increased 19 percent during the
quarter, while residential and commercial sales increased 3 percent and 11
percent, respectively. Industrial sales and sales at EEI were down 2 percent and
47 percent, respectively during the second quarter of 2000. The increase in
revenues was offset in part by an increase in the estimated credits to Missouri
electric customers (see Note 5 under Notes to Consolidated Financial Statements
for further information).
Electric revenues for the first six months of 2000 increased $156 million
compared to the prior-year period, primarily due to a 10 percent increase in
total kilowatthour sales. This increase was primarily driven by a 50 percent
increase in interchange sales due to strong marketing efforts. In addition,
residential and commercial sales rose 1 percent and 6 percent, respectively,
while industrial sales increased 2 percent during the period. These increases
were offset in part by a 19 percent decline in sales at EEI. Also contributing
to the revenue increase was a decrease in the estimated credits to Missouri
electric customers (see Note 5 under Notes to Consolidated Financial Statements
for further information).
Electric revenues for the 12 months ended June 30, 2000 increased $276 million
compared to the prior 12-month period. The increase in revenues was primarily
driven by increased interchange sales due to strong marketing efforts as well as
a decrease in the estimated credit to Missouri electric customers (see Note 5
under Notes to Consolidated Financial Statements for further information).
Fuel and Purchased Power Variations for periods ended June 30, 2000
from comparable prior-year periods
--------------------------------------------------------------------------------
(Millions of Dollars) Three Months Six Months Twelve Months
------------ ---------- -------------
--------------------------------------------------------------------------------
Fuel:
Generation $ 1 $ 14 $ 4
Price (10) (15) (7)
Generation efficiencies and other (4) (6) (13)
Coal contract termination payments - - 52
Purchased power variation 21 65 150
EEI variation (1) 4 18
--------------------------------------------------------------------------------
$ 7 $ 62 $ 204
--------------------------------------------------------------------------------
Fuel and purchased power costs for the three and six months ended June 30, 2000,
increased $7 million and $62 million, respectively, versus the comparable
prior-year periods primarily due to increased generation and purchased power,
resulting from higher sales volume, partially offset by lower fuel prices.
Fuel and purchased power costs for the 12 months ended June 30, 2000 increased
$204 million versus the comparable prior-year period primarily due to increased
generation and purchased power, resulting from higher sales volume, partially
offset by lower fuel prices. Additionally, AmerenCIPS and two of its coal
suppliers executed agreements to terminate their existing coal supply contracts
effective December 31, 1999 resulting in termination payments of $52 million.
Total pretax fuel cost savings expected to be realized from the coal contract
terminations are $183 million ($131 million net of termination payments) through
2010, with $66 million of pretax savings expected in the next three years.
Gas Operations
Gas revenues for the three, six and 12-months ended June 30, 2000, increased $12
million, $13 million and $25 million, respectively, compared to the year-ago
periods primarily due to increases in retail sales, coupled with an Illinois gas
rate increase effective February 1999.
Gas costs for the three, six and 12-months ended June 30, 2000, increased $7
million, $10 million and $24 million, respectively, primarily due to higher
sales and gas prices.
Other Operating Expenses
Other operating expense variations reflected recurring factors such as growth,
inflation, labor and benefit increases.
Other operations expenses decreased $6 million for the three months ended June
30, 2000 compared to the prior-year period primarily due to lower employee
benefits in 2000, resulting from changes in actuarial assumptions. Other
operations expenses decreased $19 million for the 12-month period ended June 30,
2000 compared to the same year-ago period primarily due to the capitalization of
certain costs (including computer software costs) that had previously been
expensed for the Registrant's Missouri electric operations.
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Maintenance expenses for the three, six and 12 months ended June 30, 2000,
increased $15 million, $17 million and $63 million, respectively, compared to
the year-ago periods primarily due to increased power plant maintenance and
tree-trimming activity.
Taxes
Income taxes increased $17 million, $26 million and $9 million, respectively,
for the three, six and 12 months ended June 30, 2000, respectively, due to
higher pretax income.
Other Income and Deductions
The variation in miscellaneous, net for the 12-month period ended June 30, 2000,
compared to the year-ago period, was primarily due to prior period write-offs of
certain nonregulated investments.
Balance Sheet
The $73 million increase in trade accounts receivable and unbilled revenue was
due primarily to higher revenues in May and June 2000 compared to November and
December 1999.
Short-term debt increased $256 million primarily for borrowings to finance the
acquisition of new combustion turbine generators. See Liquidity and Capital
Resources below for further discussion.
Changes in accounts and wages payable and taxes accrued resulted from the timing
of various payments to taxing authorities and suppliers.
LIQUIDITY AND CAPITAL RESOURCES
Cash provided by operating activities totaled $254 million for the six months
ended June 30, 2000, compared to $350 million during the same 1999 period.
Cash flows used in investing activities totaled $460 million and $222 million
for the six months ended June 30, 2000 and 1999, respectively. Construction
expenditures for the six months ended June 30, 2000, for constructing new or
improving existing facilities were $457 million, which included expenditures
associated with the purchase of combustion turbine generators (see Note 6 under
Notes to Consolidated Financial Statements for further information). In
addition, the Registrant expended $8 million for the acquisition of nuclear
fuel. The Registrant received Board of Directors approval on April 25, 2000 to
spend approximately $160 million on capital expenditures relating to the
replacement of four steam generators at its Callaway Nuclear Plant. Installation
is scheduled to be completed in 2005. The impact on anticipated 2000 capital
expenditures will be insignificant.
Cash flows provided by financing activities totaled $60 million for the six
months ended June 30, 2000. The Registrant's principal financing activities for
the period included issuance of short-term and long-term debt, offset by the
redemption of debt and the payment of dividends. On April 25, 2000, the
Registrant's Board of Directors declared a quarterly dividend for the second
quarter of 2000 of 63.5 cents per common share that was paid to shareholders on
June 30, 2000. Common stock dividends paid for the 12 months ended June 30,
2000, resulted in a payout rate of 83 percent of the Registrant's earnings to
common stockholders.
The Registrant plans to continue utilizing short-term debt to support normal
operations and other temporary requirements. The Registrant and its subsidiaries
are authorized by the Securities and Exchange Commission (SEC) under PUHCA to
have up to an aggregate $2.8 billion of short-term unsecured debt instruments
outstanding at any one time. Short-term borrowings consist of bank loans
(maturities generally on an overnight basis) and commercial paper (maturities
generally within 1 to 45 days). At June 30, 2000, the Registrant had committed
bank lines of credit aggregating $176 million, all of which was unused and
available at such date, which make available interim financing at various rates
of interest based on LIBOR, the bank certificate of deposit rate or other
options. The lines of credit are renewable annually at various dates throughout
the year. The Registrant has bank credit agreements, expiring at various dates
between 2000 and 2002, that support commercial paper programs totaling $800
million, $500 million of which is available for the Registrant's own use and for
the use of its subsidiaries. The remaining $300 million is available for the use
of the Registrant's regulated subsidiaries. At June 30, 2000, $283 million was
available under these bank credit agreements. The Registrant had $336 million of
short-term borrowings at June 30, 2000.
AmerenUE also has a lease agreement that provides for the financing of nuclear
fuel. At June 30, 2000, the maximum amount that could be financed under the
agreement was $120 million. Cash used in financing activities for the six months
ended June 30, 2000, included redemptions under the lease for nuclear fuel of $4
million, offset by $6 million of issuances. At June 30, 2000, $119 million was
financed under the lease.
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<PAGE>
The Registrant, in the ordinary course of business, explores opportunities to
reduce its costs in order to remain competitive in the marketplace. Areas where
the Registrant focuses its review include, but are not limited to, labor costs
and fuel supply costs. In the labor area, the Registrant has reached agreements
with many of the Registrant's major collective bargaining units which will
permit it to manage its labor costs and practices effectively in the future. The
Registrant also explores alternatives to effectively manage the size of its
workforce. These alternatives include utilizing hiring freezes, outsourcing and
offering employee separation packages. In the fuel supply area, the Registrant
explores alternatives to effectively manage its overall fuel costs. These
alternatives include diversifying fuel sources for use at the Registrant's
fossil power plants (e.g. utilizing low sulfur versus high sulfur coal), as well
as restructuring or terminating existing contracts with suppliers.
Certain of these cost reduction alternatives could result in additional
investments being made at the Registrant's power plants in order to utilize
different types of coal, or could require nonrecurring payments of employee
separation benefits or nonrecurring payments to restructure or terminate an
existing fuel contract with a supplier. Management is unable to predict which
(if any), and to what extent, these alternatives to reduce its overall cost
structure will be executed, as well as determine the impact of these actions on
the Registrant's future financial position, results of operations or liquidity.
RATE MATTERS
In February 2000, AmerenUE filed a request with the Missouri Public Service
Commission (MoPSC) to increase rates approximately $12 million annually for
natural gas service in its Missouri jurisdiction. The MoPSC has until January
2001 to render a decision.
See Note 5 under Notes to Consolidated Financial Statements for further
discussion of Rate Matters.
ELECTRIC INDUSTRY RESTRUCTURING
In December 1997, the Governor of Illinois signed the Electric Service Customer
Choice and Rate Relief Law of 1997 (the Law) providing for electric utility
restructuring in Illinois. This legislation introduces competition into the
supply of electric energy in Illinois.
One of the major provisions of the Law includes the phasing-in through 2002 of
retail direct access, which allows customers to choose their electric generation
supplier. The phase-in of retail direct access began on October 1, 1999, with
large commercial and industrial customers principally comprising the initial
group. The customers in this group represent approximately 10 percent of the
Registrant's total sales. As of June 30, 2000, the impact of retail direct
access on the Registrant's financial condition, results of operations, or
liquidity was immaterial. Retail direct access will be offered to the remaining
commercial and industrial customers on December 31, 2000, and to residential
customers on May 1, 2002.
In conjunction with another provision of the Law, on May 1, 2000, following the
receipt of all required State and Federal regulatory approvals, AmerenCIPS
transferred its electric generating assets and liabilities, at historical net
book value, to a newly created nonregulated company, AmerenEnergy Generating
Company (Generating Company), a subsidiary of the Registrant's wholly-owned
subsidiary, AmerenEnergy Resources Company, in exchange for a promissory note
from Generating Company in the principal amount of approximately $552 million
and Generating Company common stock. In addition, on June 30, 2000, Generating
Company borrowed $50 million from Ameren to assist with the future purchase of
combustion turbine generators and to meet working capital needs. The promissory
notes each have a term of five years and bear interest at 7% based on a 10-year
amortization. The transferred assets represent a generating capacity of
approximately 2,900 megawatts. Approximately 45% of AmerenCIPS' employees were
transferred to Generating Company as a part of the transaction.
Also on May 1, 2000, an electric power supply agreement was entered into between
Generating Company and its newly created nonregulated affiliate, AmerenEnergy
Marketing Company (Marketing Company), also a wholly-owned subsidiary of
AmerenEnergy Resources Company. On the same date, Marketing Company entered into
an electric power supply agreement with AmerenCIPS to supply it sufficient power
to meet native load requirements. This agreement expires December 31, 2004.
Power will continue to be jointly dispatched between AmerenUE and Generating
Company.
The creation of the new subsidiaries and the transfer of AmerenCIPS' generating
assets and liabilities had no effect on the financial statements of the
Registrant as of the date of transfer.
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<PAGE>
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Market risk represents the risk of changes in value of a financial instrument,
derivative or non-derivative, caused by fluctuations in interest rates and
equity prices. The following discussion of the Registrant's risk management
activities includes "forward-looking" statements that involve risks and
uncertainties. Actual results could differ materially from those projected in
the "forward-looking" statements. The Registrant handles market risks in
accordance with established policies, which may include entering into various
derivative transactions. In the normal course of business, the Registrant also
faces risks that are either non-financial or non-quantifiable. Such risks
principally include business, legal, operational, and credit risk and are not
represented in the following analysis.
Interest Rate Risk
The Registrant is exposed to market risk through changes in interest rates,
through its issuance of both long-term and short-term variable-rate debt,
commercial paper and auction rate preferred stock. The Registrant manages its
interest rate exposure by controlling the amount of these instruments it holds
within its total capitalization portfolio and by monitoring the effects of
market changes in interest rates.
If interest rates increase one percentage point in 2001 as compared to 2000, the
Registrant's interest expense would increase by approximately $12 million and
net income would decrease by approximately $7 million. This amount has been
determined using the assumptions that the Registrant's outstanding variable rate
debt, commercial paper and auction market preferred stock as of June 30, 2000,
continued to be outstanding throughout 2001, and that the average interest rates
for these instruments increased one percentage point over 2000. The model does
not consider the effects of the reduced level of overall economic activity that
would exist in such an environment. In the event of a significant change in
interest rates, management would likely take actions to further mitigate its
exposure to this market risk. However, due to the uncertainty of the specific
actions that would be taken and their possible effects, the sensitivity analysis
assumes no change in the Registrant's financial structure.
Commodity Price Risk
The Registrant is exposed to changes in market prices for natural gas and fuel
and purchased power. With regard to its natural gas utility business, the
Registrant's exposure to changing market prices is in large part mitigated by
the fact that the Registrant has Purchased Gas Adjustment Clauses (PGA) in place
in both its Missouri and Illinois jurisdictions. The PGA allows the Registrant
to pass on to its customers its prudently incurred costs of natural gas. With
regard to the Registrant's nonregulated generation operations, the Registrant is
exposed to changes in market prices for natural gas to the extent it must
purchase natural gas to run its combustion turbine generators. The Registrant
has entered into several long-term contracts with various suppliers to purchase
natural gas to manage its exposure to natural gas prices.
Since the Registrant does not have a provision similar to the PGA for its
electric operations, the Registrant has entered into several long-term contracts
with various suppliers to purchase coal and nuclear fuel to manage its exposure
to fuel prices. With regard to the Registrant's exposure to commodity price risk
for purchased power and excess electricity sales, the Registrant has established
a subsidiary, AmerenEnergy, whose primary responsibility includes managing
market risks associated with the changing market prices for electricity
purchased and sold for the Registrant's operating subsidiaries, AmerenUE and
AmerenCIPS.
AmerenEnergy utilizes several techniques to mitigate its market risk for
electricity, including utilizing derivative financial instruments. A derivative
is a contract whose value is dependent on or derived from the value of some
underlying asset. The derivative financial instruments that AmerenEnergy is
allowed to utilize (which include forward contracts and futures contracts) are
dictated by a risk management policy, which has been reviewed with the Auditing
Committee of Ameren's Board of Directors. Compliance with the risk management
policy is the responsibility of a risk management steering committee, consisting
of Ameren officers and an independent risk management officer at AmerenEnergy.
As of June 30, 2000, the fair value of derivative financial instruments exposed
to commodity price risk was immaterial.
Equity Price Risk
The Registrant maintains trust funds, as required by the Nuclear Regulatory
Commission and Missouri and Illinois state laws, to fund certain costs of
nuclear decommissioning. As of June 30, 2000, these funds were invested
primarily in domestic equity securities, fixed-rate, fixed-income securities,
and cash and cash equivalents. By maintaining a portfolio that includes
long-term equity investments, the Registrant is seeking to maximize the returns
to be utilized to fund nuclear decommissioning costs. However, the equity
securities included in the Registrant's portfolio are exposed to price
fluctuations in equity markets, and the fixed-rate, fixed-income securities are
exposed to changes in interest rates. The
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Registrant actively monitors its portfolio by benchmarking the performance of
its investments against certain indices and by maintaining, and periodically
reviewing, established target allocation percentages of the assets of its trusts
to various investment options. The Registrant's exposure to equity price market
risk is in large part mitigated due to the fact that the Registrant is currently
allowed to recover its decommissioning costs in its rates.
ACCOUNTING MATTERS
In June 1998, the Financial Accounting Standards Board (FASB) issued Statement
of Financial Accounting Standards (SFAS) 133, "Accounting for Derivative
Instruments and Hedging Activities." SFAS 133 establishes accounting and
reporting standards for derivative instruments, including certain derivative
instruments embedded in other contracts, and for hedging activities and requires
recognition of all derivatives as either assets or liabilities on the balance
sheet measured at fair value. In June 1999, the FASB issued SFAS No. 137,
"Accounting for Derivative Instruments and Hedging Activities - Deferral of the
Effective Date of FASB Statement No. 133," which delayed the effective date of
SFAS 133 to all fiscal quarters of all fiscal years, beginning after June 15,
2000. In June 2000, the FASB issued SFAS No. 138, "Accounting for Certain
Derivative Instruments and Certain Hedging Activities -an amendment of FASB
Statement No. 133," which amended certain accounting and reporting standards of
SFAS 133. Management believes that adoption of SFAS 133 will not have a material
impact on the Registrant's financial position or results of operations upon
adoption based on the derivative instruments that existed at June 30, 2000.
However, changing market conditions, and the volume of future transactions which
fall within the scope of SFAS 133, as amended, and the interpretations from the
FASB's Derivative Implementation Group could change management's current
assessment. As a result, SFAS 133, as amended, could increase the volatility of
the Registrant's future earnings and could be material to the Registrant's
financial position and results of operations upon adoption.
SAFE HARBOR STATEMENT
Statements made in this Form 10-Q which are not based on historical facts, are
"forward-looking" and, accordingly, involve risks and uncertainties that could
cause actual results to differ materially from those discussed. Although such
"forward-looking" statements have been made in good faith and are based on
reasonable assumptions, there is no assurance that the expected results will be
achieved. These statements include (without limitation) statements as to future
expectations, beliefs, plans, strategies, objectives, events, conditions,
financial performance and the Year 2000 Issue. In connection with the "Safe
Harbor" provisions of the Private Securities Litigation Reform Act of 1995, the
Registrant is providing this cautionary statement to identify important factors
that could cause actual results to differ materially from those anticipated. The
following factors, in addition to those discussed elsewhere in this report and
in the 1999 Annual Report to Stockholders (portions of which are incorporated by
reference in the Registrant's 1999 Form 10-K) and in subsequent securities
filings, could cause results to differ materially from management expectations
as suggested by such "forward-looking" statements: the effects of regulatory
actions; changes in laws and other governmental actions; the impact on the
Registrant of current regulations related to the phasing-in of the opportunity
for some customers to choose alternative energy suppliers in Illinois; the
effects of increased competition in the future due to, among other things,
deregulation of certain aspects of the Registrant's business at both the State
and Federal levels; future market prices for fuel and purchased power,
electricity, and natural gas, including the use of financial instruments;
average rates for electricity in the Midwest; business and economic conditions;
interest rates; weather conditions; fuel prices and availability; generation
plant performance; the impact of current environmental regulations on utilities
and generating companies and the expectation that more stringent requirements
will be introduced over time, which could potentially have a negative financial
effect; monetary and fiscal policies; future wages and employee benefits costs;
and legal and administrative proceedings.
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<TABLE>
<CAPTION>
AMEREN CORPORATION
CONSOLIDATED BALANCE SHEET
UNAUDITED
(Thousands of Dollars, Except Shares)
June 30, December 31,
ASSETS 2000 1999
------ ----------- ---------------
<S> <C> <C>
Property and plant, at original cost:
Electric $12,363,369 $ 12,053,411
Gas 501,970 491,708
Other 90,468 92,696
----------- ------------
12,955,807 12,637,815
Less accumulated depreciation and amortization 6,059,772 5,891,340
----------- ------------
6,896,035 6,746,475
Construction work in progress:
Nuclear fuel in process 97,635 88,830
Other 433,123 329,880
----------- ------------
Total property and plant, net 7,426,793 7,165,185
----------- ------------
Investments and other assets:
Investments 67,762 66,476
Nuclear decommissioning trust fund 191,687 186,760
Other 83,351 80,737
----------- ------------
Total investments and other assets 342,800 333,973
----------- ------------
Current assets:
Cash and cash equivalents 48,901 194,882
Accounts receivable - trade (less allowance for doubtful
accounts of $10,436 and $7,136 respectively) 254,079 216,344
Unbilled revenue 189,122 154,097
Other accounts and notes receivable 13,882 20,668
Materials and supplies, at average cost -
Fossil fuel 119,576 123,143
Other 117,155 130,081
Other 36,850 39,791
----------- ------------
Total current assets 779,565 879,006
----------- ------------
Regulatory assets:
Deferred income taxes 600,799 622,520
Other 162,506 176,931
----------- ------------
Total regulatory assets 763,305 799,451
----------- ------------
Total Assets $ 9,312,463 $ 9,177,615
=========== ============
CAPITAL AND LIABILITIES
Capitalization:
Common stock, $.01 par value, 400,000,000 shares authorized -
137,215,462 shares outstanding $ 1,372 $ 1,372
Other paid-in capital, principally premium on
common stock 1,582,501 1,582,501
Retained earnings 1,506,290 1,505,827
----------- ------------
Total common stockholders' equity 3,090,163 3,089,700
Preferred stock not subject to mandatory redemption 235,197 235,197
Long-term debt 2,500,000 2,448,448
----------- ------------
Total capitalization 5,825,360 5,773,345
----------- ------------
Minority interest in consolidated subsidiaries 3,970 4,010
Current liabilities:
Current maturity of long-term debt 57,226 128,867
Short-term debt 336,053 80,165
Accounts and wages payable 244,667 341,274
Accumulated deferred income taxes 65,109 70,719
Taxes accrued 219,723 155,396
Other 265,488 300,747
----------- ------------
Total current liabilities 1,188,266 1,077,168
----------- ------------
Accumulated deferred income taxes 1,496,235 1,493,634
Accumulated deferred investment tax credits 168,493 170,834
Regulatory liability 187,582 188,404
Other deferred credits and liabilities 442,557 470,220
----------- ------------
Total Capital and Liabilities $ 9,312,463 $ 9,177,615
=========== ============
</TABLE>
See Notes to Consolidated Financial Statements.
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<TABLE>
<CAPTION>
AMEREN CORPORATION
CONSOLIDATED STATEMENT OF INCOME
UNAUDITED
(Thousands of Dollars, Except Shares and Per Share Amounts)
Three Months Ended Six Months Ended Twelve Months Ended
June 30, June 30, June 30,
------------------- --------------------- --------------------
2000 1999 2000 1999 2000 1999
----- ----- ---- ---- ---- ----
OPERATING REVENUES:
<S> <C> <C> <C> <C> <C> <C>
Electric $ 892,791 $ 823,769 $ 1,615,850 $ 1,460,099 $ 3,443,341 $ 3,167,402
Gas 46,572 34,475 145,172 131,925 241,545 216,991
Other 941 1,640 4,658 3,762 8,639 7,014
---------- ---------- ------------ ------------ ------------ ------------
Total operating revenues 940,304 859,884 1,765,680 1,595,786 3,693,525 3,391,407
OPERATING EXPENSES:
Operations
Fuel and purchased power 245,164 237,873 485,102 422,868 1,035,511 830,907
Gas 24,930 18,309 82,917 73,359 141,007 116,916
Other 158,260 164,219 303,646 303,459 629,669 648,725
---------- ---------- ------------ ------------ ------------ ------------
428,354 420,401 871,665 799,686 1,806,187 1,596,548
Maintenance 113,541 98,829 188,498 171,139 388,232 325,722
Depreciation and amortization 93,195 87,168 186,559 176,642 360,456 352,130
Income taxes 79,239 61,781 123,490 97,011 285,349 275,975
Other taxes 66,769 61,193 127,684 121,109 253,167 258,202
---------- ---------- ------------ ------------ ------------ ------------
Total operating expenses 781,098 729,372 1,497,896 1,365,587 3,093,391 2,808,577
OPERATING INCOME 159,206 130,512 267,784 230,199 600,134 582,830
OTHER INCOME AND (DEDUCTIONS):
Allowance for equity funds used
during construction 1,600 2,226 2,829 4,888 5,102 7,622
Miscellaneous, net (3,078) (1,669) (8,000) (3,934) (14,879) (1,757)
---------- ---------- ------------ ------------ ------------ ------------
Total other income and (deductions) (1,478) 557 (5,171) 954 (9,777) 5,865
INCOME BEFORE INTEREST CHARGES
AND PREFERRED DIVIDENDS 157,728 131,069 262,613 231,153 590,357 588,695
INTEREST CHARGES AND PREFERRED
DIVIDENDS:
Interest 43,295 43,633 85,188 88,048 165,415 179,401
Allowance for borrowed funds
used during construction (2,193) (2,205) (3,792) (4,067) (6,848) (7,104)
Preferred dividends of subsidiaries 3,041 3,122 6,239 6,294 12,595 12,582
---------- ---------- ------------ ------------ ------------ ------------
Net interest charges and preferred 44,143 44,550 87,635 90,275 171,162 184,879
dividneds
NET INCOME $ 113,585 $ 86,519 $ 174,978 $ 140,878 $ 419,195 $ 403,816
========== ========== ============ ============ ============= =============
EARNINGS PER COMMON SHARE -
BASIC AND DILUTED (Based on
average shares outstanding) $ 0.83 $ 0.63 $ 1.28 $ 1.03 $ 3.06 $ 2.95
========== ========== ============ ============ ============ ============
AVERAGE COMMON SHARES
OUTSTANDING 137,215,462 137,215,462 137,215,462 137,215,462 137,215,462 137,215,462
=========== =========== =========== ============= =========== ===========
</TABLE>
See Notes to Consolidated Financial Statements.
-9-
<PAGE>
<TABLE>
<CAPTION>
AMEREN CORPORATION
CONSOLIDATED STATEMENT OF CASH FLOWS
UNAUDITED
(Thousands of Dollars)
Six Months Ended
June 30,
-----------------------
2000 1999
---- ----
Cash Flows From Operating:
<S> <C> <C>
Net income $ 174,978 $ 140,878
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 180,391 171,748
Amortization of nuclear fuel 18,342 21,025
Allowance for funds used during construction (6,621) (8,955)
Deferred income taxes, net 19,496 (8,872)
Deferred investment tax credits, net (2,341) (4,014)
Changes in assets and liabilities:
Receivables, net (65,974) (78,436)
Materials and supplies 16,493 (9,934)
Accounts and wages payable (96,607) (46,277)
Taxes accrued 64,327 78,756
Other, net (48,233) 93,667
--------- ---------
Net cash provided by operating activities 254,251 349,586
Cash Flows From Investing:
Construction expenditures (456,715) (222,957)
Allowance for funds used during construction 6,621 8,955
Nuclear fuel expenditures (8,449) (19,313)
Other (1,286) 11,435
--------- ---------
Net cash used in investing activities (459,829) (221,880)
Cash Flows From Financing:
Dividends on common stock (174,264) (174,264)
Redemptions:
Nuclear fuel lease (3,933) (7,427)
Short-term debt -- (58,528)
Long-term debt (336,500) (55,000)
Issuances:
Nuclear fuel lease 5,656 38,430
Short-term debt 255,888 --
Long-term debt 312,750 106,200
--------- ---------
Net cash provided by (used in) financing activities 59,597 (150,589)
Net change in cash and cash equivalents (145,981) (22,883)
Cash and cash equivalents at beginning of year 194,882 76,863
--------- ---------
Cash and cash equivalents at end of period $ 48,901 $ 53,980
========= =========
Cash paid during the periods:
Interest (net of amount capitalized) $ 86,431 $ 81,769
Income taxes, net $ 95,449 $ 78,861
</TABLE>
See Notes to Consolidated Financial Statements.
-10-
<PAGE>
AMEREN CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
June 30, 2000
Note 1 - Ameren Corporation (Ameren) is a holding company registered under the
Public Utility Holding Company Act of 1935 (PUHCA). In December 1997, Union
Electric Company (AmerenUE) and CIPSCO Incorporated (CIPSCO) combined to form
Ameren, with AmerenUE and CIPSCO's subsidiaries, Central Illinois Public Service
Company (AmerenCIPS) and CIPSCO Investment Company (CIC), becoming subsidiaries
of Ameren (the Merger). As a result of the Merger, Ameren has a 60% ownership
interest in Electric Energy, Inc. (EEI). EEI owns and operates an electric
generation and transmission facility in Illinois that supplies electric power
primarily to a uranium enrichment plant located in Paducah, Kentucky. That
interest is consolidated for financial reporting purposes. Since the Merger,
Ameren has formed AmerenEnergy, Inc. (AmerenEnergy), Ameren Development Company,
AmerenEnergy Resources Company, and Ameren Services Company. AmerenEnergy, an
energy marketing subsidiary, primarily serves as a power marketing agent for the
operating utility subsidiaries and provides a range of energy and risk
management services to targeted customers. Ameren Development Company is a
nonregulated subsidiary encompassing Ameren's nonregulated products and
services. AmerenEnergy Resources Company (formerly known as Ameren Intermediate
Holding Co., Inc.) holds the Registrant's nonregulated generating operations.
Ameren Services Company provides shared support services to Ameren and all of
its subsidiaries.
The accompanying financial statements include the accounts of Ameren and its
consolidated subsidiaries (collectively the Registrant). All subsidiaries for
which the Registrant owns directly or indirectly more than 50 percent of the
voting stock are included as consolidated subsidiaries. Ameren's primary
operating companies, AmerenUE, AmerenCIPS and AmerenEnergy Generating Company, a
wholly owned subsidiary of AmerenEnergy Resources Company, are engaged
principally in the generation, transmission, distribution and sale of electric
energy and the purchase, distribution, transportation and sale of natural gas.
The operating companies serve 1.5 million electric and 300,000 natural gas
customers in a 44,500-square-mile area of Missouri and Illinois. All significant
intercompany balances and transactions have been eliminated from the
consolidated financial statements.
In conjunction with the Illinois Electric Service Customer Choice and Rate
Relief Law of 1997, on May 1, 2000, following the receipt of all required State
and Federal regulatory approvals, AmerenCIPS transferred its electric generating
assets and liabilities, at historical net book value, to a newly created
nonregulated company, AmerenEnergy Generating Company (Generating Company), a
subsidiary of the Registrant's wholly-owned subsidiary, AmerenEnergy Resources
Company, in exchange for a promissory note from Generating Company in the
principal amount of approximately $552 million and Generating Company common
stock. In addition, on June 30, 2000, Generating Company borrowed $50 million
from Ameren to assist with the future purchase of combustion turbine generators
and to meet working capital needs. The promissory notes each have a term of five
years and bear interest at 7% based on a 10-year amortization. The transferred
assets represent a generating capacity of approximately 2,900 megawatts.
Approximately 45% of AmerenCIPS' employees were transferred to Generating
Company as a part of the transaction.
Also on May 1, 2000, an electric power supply agreement was entered into between
Generating Company and its newly created nonregulated affiliate, AmerenEnergy
Marketing Company (Marketing Company), also a wholly-owned subsidiary of
AmerenEnergy Resources Company. On the same date, Marketing Company entered into
an electric power supply agreement with AmerenCIPS to supply it sufficient power
to meet native load requirements. This agreement expires December 31, 2004.
Power will continue to be jointly dispatched between AmerenUE and Generating
Company.
The creation of the new subsidiaries and the transfer of AmerenCIPS' generating
assets and liabilities had no effect on the financial statements of the
Registrant as of the date of transfer.
Note 2 - Financial statement note disclosures, normally included in consolidated
financial statements prepared in conformity with generally accepted accounting
principles, have been omitted in this Form 10-Q pursuant to the Rules and
Regulations of the Securities and Exchange Commission. However, in the opinion
of the Registrant, the disclosures contained in this Form 10-Q are adequate to
make the information presented not misleading. See Notes to Consolidated
Financial Statements included in the 1999 Annual Report to Stockholders (which
are incorporated by reference in the Registrant's 1999 Form 10-K) for
information relevant to the consolidated financial statements contained in this
Form 10-Q, including information as to the significant accounting policies of
the Registrant.
-11-
<PAGE>
Note 3 - In the opinion of the Registrant, the interim financial statements
filed as part of this Form 10-Q reflect all adjustments, consisting only of
normal recurring adjustments, necessary for a fair statement of the results for
the periods presented. The Registrant's consolidated financial statements were
prepared to permit the information required in the Financial Data Schedule
(FDS), Exhibit 27, to be directly extracted from the filed statements. The FDS
amounts correspond to or are calculable from the amounts reported in the
consolidated financial statements or notes thereto.
Note 4 - Due to the effect of weather on sales and other factors which are
characteristic of public utility operations, financial results for the periods
ended June 30, 2000 and 1999, are not necessarily indicative of trends for any
three-month, six-month or twelve-month period.
Note 5 - In July 1995, the Missouri Public Service Commission (MoPSC) approved
an agreement establishing contractual obligations involving the Registrant's
Missouri retail electric rates. Included was a three-year experimental
alternative regulation plan (the Original Plan) that ran from July 1, 1995
through June 30, 1998, which provided that earnings in those years in excess of
a 12.61% regulatory return on equity (ROE) be shared equally between customers
and stockholders, and earnings above a 14% ROE be credited to customers. The
formula for computing the credit used twelve-month results ending June 30,
rather than calendar year earnings.
The MoPSC staff proposed adjustments to the Registrant's estimated customer
credit for the final year of the Original Plan ended June 30, 1998, which were
the subject of regulatory proceedings before the MoPSC in 1999. In December
1999, the MoPSC issued a Report and Order (Order) concerning these proposed
adjustments. Based on the provisions of that Order, the Registrant revised its
estimated final year credit to $31 million. Subsequently, in December 1999, the
Registrant filed a request for rehearing of the Order with the MoPSC, asking
that it reconsider its decision to adopt certain of the MoPSC staff's
adjustments. The request was denied by the MoPSC and in February 2000, the
Registrant filed a Petition for Writ of Review with the Circuit Court of Cole
County, Missouri, requesting that the Order be reversed. The appeal is pending
and the ultimate outcome can not be predicted; however, the final decision is
not expected to materially impact the financial condition, results of operations
or liquidity of the Registrant. A partial stay of the Order was granted by the
Court pending the appeal.
A new three-year experimental alternative regulation plan (the New Plan) was
included in the joint agreement authorized by the MoPSC in its February 1997
order approving the Merger. Like the Original Plan, the New Plan requires that
earnings over a 12.61 percent ROE up to a 14 percent ROE be shared equally
between customers and stockholders. The New Plan also returns to customers 90
percent of all earnings above a 14 percent ROE up to a 16 percent ROE. Earnings
above a 16 percent ROE are credited entirely to customers. The New Plan runs
from July 1, 1998 through June 30, 2001. During the three months ended June 30,
2000, the Registrant recorded an estimated $5 million credit (2 cents per share)
for the plan year ended June 30, 2000 that the Registrant expects to pay its
Missouri electric customers. In total, the Registrant has recorded an estimated
credit of $35 million (15 cents per share) as of June 30, 2000 for the plan year
ended June 30, 2000, compared to an estimated $20 million credit recorded over
the same period last year. These credits were reflected as a reduction in
electric revenues. The final amount of the credit will depend on several
factors, including the Registrant's earnings for 12 months ended June 30, 2000.
As of June 30, 2000, the Registrant has also reflected an estimated $25 million
credit it expects to pay its Missouri electric customers for the plan year ended
June 30, 1999. The Registrant's proposed credit is still under review by the
MoPSC staff and the Office of the Public Counsel.
The joint agreement approved by the MoPSC in its February 1997 Order approving
the Merger also provided for a Missouri electric rate decrease, retroactive to
September 1, 1998, based on the weather-adjusted average annual credits to
customers under the Original Plan. The rate decrease was impacted by the Order
issued by the MoPSC in December 1999 relating to the estimated credit for the
third year of the Original Plan and a settlement reached between the Registrant,
the MoPSC staff and other parties relating to the calculation of the
weather-adjusted credits. Based on those results, the Registrant estimates that
its Missouri electric rate decrease will be $17 million on an annualized basis.
This estimate is subject to the final outcome of the above-referenced court
appeal of the Order.
Note 6- The Company's union employees are represented by the International
Brotherhood of Electrical Workers and the International Union of Operating
Engineers. These employees comprise approximately 68% of the Company's
workforce. New contracts with collective bargaining units representing
approximately 59% of these employees were ratified in 1999 with terms expiring
in 2002. New contracts with collective bargaining units representing
approximately 21% of bargaining unit employees were ratified in 2000 with terms
expiring in 2003.
-12-
<PAGE>
On July 27, 2000, after engaging in extensive good-faith bargaining with
collective bargaining units representing approximately 19% of the Registrant's
union employees, the Registrant submitted a last, best and final offer to the
bargaining unit representing most of these employees for a new contract with a
term expiring in 2003. The bargaining unit has until August 25, 2000 to notify
the Registrant on whether the offer has been ratified by its membership. The
Registrant is unable to predict whether the offer will be ratified or what
action, if any, the collective bargaining unit will take in the event it is not
ratified or the response of the Registrant's other union represented employees
to any action by its employees. The Registrant is also unable to determine what,
if any impact these labor matters could have on its future financial condition,
results of operations or liquidity.
Note 7- The Registrant has committed to purchase eight new combustion turbine
generators (CTs). The CTs will add over 290 megawatts to the Registrant's net
peaking capacity and are expected to cost approximately $120 million. All of the
CTs are expected to be installed in 2001.
Note 8- In 1998, the Registrant joined a group of companies that support the
formation of the Midwest Independent System Operator (Midwest ISO). An ISO
operates, but does not own, electric transmission systems and maintains system
reliability and security while alleviating certain pricing issues. The Federal
Energy Regulatory Commission conditionally approved the formation of the Midwest
ISO. The Registrant is evaluating certain issues which are outstanding related
to the start-up of operations of the Midwest ISO, including the final
determination of revenue distribution among the Midwest ISO members. Further,
the Registrant is evaluating alternatives to membership in the Midwest ISO. At
this time, management has not decided its course of action relative to its
transmission business and accordingly is unable to determine the impact that
operation of the Midwest ISO or other alternatives will have on its financial
condition, results of operations or liquidity.
Note 9 - Segment information for the three-month, six-month and 12-month periods
ended June 30, 2000 and 1999 is as follows:
<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------
Regulated Reconciling
(in millions) Utilities All Other Items* Total
-----------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Three months ended June 30, 2000:
Revenues $ 877 $ 194 $ (131) $ 940
Net Income 103 11 -- 114
-----------------------------------------------------------------------------------------
Three months ended June 30, 1999:
Revenues $ 843 $ 72 $ (55) $ 860
Net Income 86 1 -- 87
-----------------------------------------------------------------------------------------
Six months ended June 30, 2000:
Revenues $ 1,694 $ 262 $ (190) $ 1,766
Net Income 163 12 -- 175
-----------------------------------------------------------------------------------------
Six months ended June 30, 1999:
Revenues $ 1,557 $ 120 $ (81) $ 1,596
Net Income 139 2 -- 141
-----------------------------------------------------------------------------------------
12 months ended June 30, 2000:
Revenues $ 3,592 $ 385 $ (283) $ 3,694
Net Income 408 11 -- 419
-----------------------------------------------------------------------------------------
12 months ended June 30, 1999:
Revenues $ 3,305 $ 229 $ (143) $ 3,391
Net Income 401 3 -- 404
-----------------------------------------------------------------------------------------
</TABLE>
* Elimination of intercompany revenues.
-13-
<PAGE>
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
-----------------
In December 1996, a lawsuit was filed in the Circuit Court of Madison
County, Illinois, alleging negligence on behalf of Central Illinois Public
Service Company (AmerenCIPS), the Registrant's subsidiary, and Dover Elevator
Company (Dover) for injuries arising out of an elevator accident which occurred
at the AmerenCIPS' Newton Power Plant in November 1996. As currently
consolidated, the case includes twenty-three named plaintiffs, all of whom were
in the employ of an independent contractor as boilermakers at the time of the
incident. In January 2000, the court allowed plaintiffs to amend their claims to
include amounts for potential punitive damages against both AmerenCIPS and
Dover. In April 2000, plaintiffs' attorneys made their initial demand, upon both
defendants, totaling approximately $83 million on behalf of all named
plaintiffs. The jury trial of this lawsuit is scheduled to begin in October
2000. At this time, the Registrant is unable to determine to what extent, if at
all, AmerenCIPS and/or Dover may be responsible for these claims. While the
Registrant cannot predict the ultimate outcome of this litigation, the
Registrant believes it has adequate insurance to cover the ultimate claims made
against the Company. At this time, the Registrant believes that the final
resolution of this lawsuit will not have a material adverse effect on its
financial position, results of operation or liquidity.
Reference is made to Note 2 - Regulatory Matters in the Notes to
Consolidated Financial Statements of the Registrant's 1999 Annual Report to
Stockholders which is incorporated by reference in the Registrant's Form 10-K
for the year ended December 31, 1999, for information relating to a transmission
system rate case filed by the Registrant with the Federal Energy Regulatory
Commission (FERC) in August 1999. This filing was primarily designed to
implement rates, terms and conditions for electric transmission service for
those retail customers in Illinois who choose other suppliers as allowed under
the Electric Service Customer Choice and Rate Relief Law of 1997. On May 17,
2000, the FERC issued a letter order approving a settlement of this case reached
with the FERC trial staff and other interested parties.
Reference is made to Note 12 - Commitments and Contingencies in the Notes
to Consolidated Financial Statements of the Registrant's 1999 Annual Report to
Stockholders which is incorporated by reference in the Registrant's Form 10-K
for the year ended December 31, 1999, for information regarding unfair labor
practice charges filed with the National Labor Relations Board (NLRB) by the
International Union of Operating Engineers Local 148 and the International
Brotherhood of Electrical Workers Local 702 relating to the lockout by
AmerenCIPS of both unions during 1993. On May 9, 2000, the U.S. Court of Appeals
for the District of Columbia Circuit issued a ruling upholding the NLRB's August
1998 decision which ruled in favor of AmerenCIPS and held that the lockout was
lawful. The unions are seeking review of the court's decision by the U.S.
Supreme Court.
Reference is made to "Regulation" section in Item 1. Business of the
Registrant's Form 10-K for the year ended December 31, 1999, for information
relating to litigation concerning the alleged exposure to carcinogens contained
in coal tar at AmerenCIPS' Taylorville gas plant site. On June 23, 2000,
AmerenCIPS filed an appeal with the Illinois Supreme Court to review a decision
issued by the Illinois Appellate Court in March 2000 which upheld a $3.2 million
verdict in favor of the plaintiffs. The Registrant believes that final
disposition of this matter will not have a material adverse effect on its
financial position, results of operation or liquidity.
Reference is made to Item 1. Legal Proceedings in Part II of the
Registrant's Form 10-Q for the quarterly period ended March 31, 2000, for
information relating to the National Ambient Air Quality Standards for ozone and
particulate matter litigation. On May 22, 2000, the United States Supreme Court
granted certiorari and agreed to review the United States Court of Appeals for
the District of Columbia Circuit's decision to remand the ambient air quality
standard regulations to the United States Environmental Protection Agency for
reconsideration. At this time, the Registrant is unable to predict the ultimate
impact of those revised air quality standards on its future financial condition,
results of operation or liquidity.
ITEM 5. OTHER INFORMATION
-----------------
Any stockholder proposal intended for inclusion in the proxy material for
the Registrant's 2001 annual meeting of stockholders must be received by the
Registrant by November 16, 2000.
-14-
<PAGE>
In addition, under the Registrant's By-Laws, stockholders who intend to
submit a proposal in person at an annual meeting, or who intend to nominate a
director at a meeting, must provide advance written notice along with other
prescribed information. In general, such notice must be received by the
Secretary of the Registrant not later than 60 nor earlier than 90 days prior to
the first anniversary of the preceding year's annual meeting. For the
Registrant's 2001 annual meeting of stockholders, written notice of any
in-person stockholder proposal or director nomination must be received not later
than February 24, 2001 or earlier than January 25, 2001.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
--------------------------------
(a)(i) Exhibits.
Exhibit 27 - Financial Data Schedule.
(a)(ii) Exhibits Incorporated by Reference.
Exhibit 10 - Asset Transfer Agreement between Central Illinois Public
Service Company and AmerenEnergy Generating Company dated as of May 1,
2000. (June 30, 2000 Central Illinois Public Service Company Form
10-Q, Exhibit 10.)
(b) Reports on Form 8-K. The Registrant filed a report on Form 8-K dated
May 5, 2000 reporting the transfer of the electric generating
facilities of its utility subsidiary, AmerenCIPS, to a new
nonregulated subsidiary, AmerenEnergy Generating Company.
Note: Reports of Central Illinois Public Service Company on Forms 8-K, 10-Q
and Form 10-K are on file with the SEC under File Number 1-3672.
Reports of Union Electric Company on Forms 8-K, 10-Q and Form 10-K
are on file with the SEC under File Number 1-2967.
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.
AMEREN CORPORATION
(Registrant)
By /s/ Donald E. Brandt
----------------------
Donald E. Brandt
Senior Vice President, Finance
(Principal Financial Officer)
Date: August 14, 2000
-15-
