<PAGE>
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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 MARCH 31, 1994
[ ] 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 1-2967.
UNION ELECTRIC COMPANY
(Exact name of registrant as specified in its charter)
Missouri 43-0559760
(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.
X
Yes________. No ________.
Shares outstanding of each of registrant's classes of common stock as of
April 30, 1994:
Common Stock, $5 par value - 102,123,834
(excl. 42,990 treasury shares)
================================================================================
<PAGE>
UNION ELECTRIC COMPANY
----------------------
INDEX
-----
<TABLE>
<CAPTION>
Page No.
<S> <C>
Part I Financial Information (Unaudited)
Balance Sheet --
March 31, 1994 and December 31, 1993 2
Statement of Income --
Three Months and Twelve Months
Ended March 31, 1994 and 1993 3
Statement of Cash Flows --
Three Months Ended March 31, 1994 and
1993 4
Notes to Financial Statements 5
Management's Discussion and Analysis 6 thru 8
Part II Other Information
</TABLE>
<PAGE>
Page 2
UNION ELECTRIC COMPANY
----------------------
BALANCE SHEET
-------------
(UNAUDITED)
-----------
(Thousands of Dollars)
<TABLE>
<CAPTION>
ASSETS
March 31, December 31,
1994 1993
---------- ------------
<S> <C> <C>
Property and plant, at original cost:
Electric $7,988,661 $7,916,493
Gas 152,494 149,167
Other 35,127 34,884
--------- ---------
8,176,282 8,100,544
Less accumulated depreciation and
amortization 3,136,987 3,079,509
--------- ---------
5,039,295 5,021,035
Construction work in progress:
Nuclear fuel in process 106,613 101,265
Other 145,118 142,656
--------- ---------
Total property and plant, net 5,291,026 5,264,956
Regulatory asset - deferred income taxes 742,028 762,331
Deferred charges and other assets:
Unamortized debt expense 53,144 53,451
Nuclear decommissioning trust fund 46,195 44,420
Other 27,187 28,552
---------- ----------
Total deferred charges and other assets 126,526 126,423
Current assets:
Cash 2,804 1,297
Accounts receivable -
trade (less allowance for doubtful accounts
of $6,324 and $5,858, at respective dates) 171,698 178,559
Unbilled revenue 53,288 79,957
Other accounts and notes receivable 18,973 18,319
Materials and supplies, at average cost -
Fossil fuel 54,578 53,123
Construction and maintenance 93,055 87,450
Environmental bond fund 13,685 17,026
Other 8,757 6,129
---------- ----------
Total current assets 416,838 441,860
---------- ----------
Total Assets $6,576,418 $6,595,570
========== ==========
CAPITAL AND LIABILITIES
- - -----------------------
Capitalization:
Common stock, $5 par value, authorized
150,000,000 shares; outstanding 102,123,834
shares (excluding 42,990 shares at par value
in treasury) $ 510,619 $ 510,619
Other paid-in capital 717,669 717,669
Retained earnings 951,997 977,880
---------- ----------
Total common stockholders' equity 2,180,285 2,206,168
Preferred stock not subject to mandatory
redemption 218,497 218,497
Preferred stock subject to mandatory
redemption 702 702
Long-term debt 1,865,259 1,777,153
Unamortized discount and premium on debt (10,549) (10,498)
---------- ----------
Total capitalization 4,254,194 4,192,022
Accumulated deferred income taxes 1,367,544 1,360,159
Accumulated deferred investment tax credits 177,340 178,887
Regulatory liability 238,074 266,399
Accumulated provision for nuclear decommissioning 47,868 46,093
Other deferred credits and liabilities 104,316 92,227
Current and accrued liabilities:
Current maturity of long-term debt 35,854 30,539
Accounts payable 88,160 153,474
Wages payable 29,792 37,326
Bank loans - 59,600
Income taxes accrued 52,903 25,147
Accumulated deferred income taxes 28,978 28,871
Other taxes accrued 36,654 17,578
Interest accrued 54,425 41,252
Dividends declared 3,301 3,301
Other 57,015 62,695
---------- ----------
Total current and accrued liabilities 387,082 459,783
---------- ----------
Total Capital and Liabilities $6,576,418 $6,595,570
========== ==========
</TABLE>
<PAGE>
Page 3
UNION ELECTRIC COMPANY
----------------------
STATEMENT OF INCOME
-------------------
(UNAUDITED)
(Thousands of Dollars Except Shares and Per Share Amounts)
<TABLE>
<CAPTION>
Three Months Ended Twelve Months Ended
March 31, March 31,
---------------------- ------------------------
1994 1993 1994 1993
----------- --------- ----------- -----------
<S> <C> <C> <C> <C>
Operating revenues (*):
Electric $401,967 $403,465 $1,964,482 $1,937,196
Gas 36,751 49,340 86,963 99,062
Other 182 161 494 899
-------- -------- ---------- ----------
Total operating revenues 438,900 452,966 2,051,939 2,037,157
Operating expenses:
Operations
Fuel and purchased power 81,595 95,840 398,810 406,297
Other 121,219 119,903 446,850 401,557
-------- -------- ---------- ----------
202,814 215,743 845,660 807,854
Maintenance 42,385 37,983 194,500 183,877
Depreciation and nuclear decommissioning 55,182 54,205 220,610 216,319
Amortization of phase-in plans deferred costs - - - 24,198
Income taxes 24,626 22,466 181,635 178,877
Other taxes (*) 48,742 47,520 208,135 203,155
-------- -------- ---------- ----------
Total operating expenses 373,749 377,917 1,650,540 1,614,280
-------- -------- ---------- ----------
Operating income 65,151 75,049 401,399 422,877
Other income and deductions:
Allowance for equity funds used during
construction 1,653 1,399 6,672 3,783
Miscellaneous, net 2,637 256 6,300 16,678
-------- -------- ---------- ----------
Total other income and deductions, net 4,290 1,655 12,972 20,461
-------- -------- ---------- ----------
Income before interest charges 69,441 76,704 414,371 443,338
Interest charges:
Interest 32,384 33,803 128,182 133,268
Allowance for borrowed funds used during
construction (1,169) (1,303) (4,993) (5,042)
-------- -------- ---------- ----------
Net interest charges 31,215 32,500 123,189 128,226
-------- -------- ---------- ----------
Net income 38,226 44,204 291,182 315,112
Preferred stock dividends 3,313 3,681 13,719 14,225
-------- -------- ---------- ----------
Earnings on common stock $ 34,913 $ 40,523 $ 277,463 $ 300,887
======== ======== ========== ==========
Earnings per share of common stock
(based on average shares outstanding) $0.34 $0.40 $2.72 $2.95
======== ======== ========== ==========
Dividends per share of common stock $0.595 $0.58 $2.35 $2.28
======== ======== ========== ==========
Average number of common shares outstanding
(in thousands) 102,124 102,124 102,124 102,124
======== ======== ========== ==========
</TABLE>
(*) Includes license and franchise taxes of $20,496,000 and $20,563,000,
respectively, for the three-month periods and $97,724,000 and $94,213,000,
respectively, for the twelve-month periods ended March 31, 1994 and 1993.
<PAGE>
Page 4
UNION ELECTRIC COMPANY
----------------------
STATEMENT OF CASH FLOWS
-----------------------
(UNAUDITED)
(Thousands of Dollars)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
--------------------
1994 1993
-------- ---------
<S> <C> <C>
Cash Flows From Operating:
Net income $ 38,226 $ 44,204
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 52,853 51,883
Amortization of nuclear fuel 10,821 15,108
Allowance for funds used during construction (2,822) (2,702)
Postretirement benefit accrual 7,154 8,124
Deferred income taxes, net (530) 15,170
Deferred investment tax credits, net (1,547) (2,394)
Changes in assets and liabilities:
Receivables, net 32,876 7,927
Materials and supplies (7,060) 15,268
Accounts and wages payable (72,848) (84,418)
Taxes accrued 46,833 28,519
Interest and dividends accrued or declared 13,173 8,041
Other, net (863) (21,271)
-------- ---------
Net cash provided by operating activities 116,266 83,459
Cash Flows From Investing:
Construction expenditures (85,392) (67,007)
Allowance for funds used during construction 2,822 2,702
Nuclear fuel expenditures (5,274) (4,855)
-------- ---------
Net cash used in investing activities (87,844) (69,160)
Cash Flows From Financing:
Dividends on preferred and common stock (64,077) (62,913)
Environmental bond funds 3,341 47,500
Redemptions -
Nuclear fuel lease (4,100) (13,930)
Short-term debt (59,600) -
Long-term debt (25,000) (387,500)
Preferred stock - (32,287)
Issuances -
Nuclear fuel lease 22,521 274
Short-term debt - 58,500
Long-term debt 100,000 342,000
Preferred stock - 33,000
-------- ---------
Net cash used in financing activities (26,915) (15,356)
-------- ---------
Net change in cash and cash equivalents 1,507 (1,057)
Cash and cash equivalents at beginning of period 1,297 2,257
-------- ---------
Cash and cash equivalents at end of period $ 2,804 $ 1,200
======== =========
Supplemental disclosure of cash flow information:
Cash and cash equivalents include cash
on hand and temporary investments
purchased with a maturity of three
months or less
Cash paid during the period:
Interest (net of amount capitalized) $ 15,850 $ 21,977
Income taxes 145 0
</TABLE>
<PAGE>
Page 5
UNION ELECTRIC COMPANY
----------------------
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
Note 1 - Financial statement note disclosures, normally included in 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 Financial Statements included in the 1993
Annual Report on Form 10-K for information relevant to the financial
statements contained in this Form 10-Q, including information as to
the significant accounting policies of the registrant.
Note 2 - 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 to a fair statement
of the results for the periods presented.
Note 3 - Due to the effect of weather on sales and other factors which are
characteristic of public utility operations, financial results for
the periods ended March 31, 1994 and 1993 are not necessarily
indicative of trends for any twelve-month period.
Note 4 - Electric rates charged to customers provide for recovery of Callaway
Plant decommissioning costs over the life of the plant, based on an
assumed 40-year life, ending with expiration of the plant's operating
license in 2024. The Callaway site is assumed to be decommissioned
using the DECON (immediate dismantlement) alternative.
Decommissioning costs, including decontamination, dismantling and
site restoration, are estimated to be $372 million in current year
dollars and are expected to escalate 4.5% per year through the end of
decommissioning activity in 2033. Decommissioning costs are charged
to depreciation expense over Callaway's service life and amounted to
$6.7 million in 1993 and $1.7 million in the first quarter 1994.
Every three years, the Missouri Public Service Commission (MoPSC)
requires the registrant to file updated cost studies for
decommissioning Callaway and rates may be adjusted at such times to
reflect changes in assumptions. The MoPSC has approved the costs
currently being collected from customers and deposited in an external
trust fund established to provide for Callaway's decommissioning.
Fund earnings are expected to average 10.4% thru 2017 and 8.4%
thereafter until 2033. If the assumed return on trust assets is not
earned, the registrant believes it is probable that such earnings
deficiency will be recovered in rates. Trust fund earnings, net of
expenses were $3.5 million in 1993 and $.1 million in the first
quarter 1994, and appear on the balance sheet as increases in Nuclear
decommissioning trust fund and in the Accumulated provision for
nuclear decommissioning.
<PAGE>
Page 6
UNION ELECTRIC COMPANY
----------------------
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF THE RESULTS OF OPERATIONS
First quarter 1994 common stock earnings were $34.9 million, a decrease of
$5.6 million from first quarter 1993. First quarter 1994 earnings of 34 cents
per share were 6 cents lower than the corresponding period of 1993.
Common stock earnings for the twelve months ended March 31, 1994 were $277.5
million, a $23.4 million decrease from the preceding twelve-month period.
Earnings of $2.72 per share during the twelve months ended March 31, 1994 were
23 cents per share below results for the twelve months ended March 31, 1993.
The lower first quarter 1994 earnings resulted from mild weather which
decreased electric and gas revenues. Earnings were also adversely affected by
higher federal and Missouri income tax rates and increased non-fuel operating
expenses.
The lower earnings for the twelve months ended March 31, 1994 versus the
prior twelve-month period reflects registrant's $18 million net gain on the sale
of its Iowa and northern Illinois electric properties in December, 1992, higher
income taxes from increased federal and state rates and greater operating
expenses, partially offset by higher operating revenues, lower fuel prices and
reduced interest expenses. The higher operating expenses are the result of the
expenses associated with the 1993 summer floods and of accruing postretirement
benefit costs beginning in January, 1993.
The impact of significant items affecting revenues, costs and earnings during
the three-month and twelve-month periods ended March 31, 1994 and 1993 is
detailed below:
<TABLE>
<CAPTION>
<S> <C> <C>
Electric Operating Revenues
- - -----------------------------
(Millions of Dollars)
Variations for periods ended March 31, 1994
from comparable prior periods
--------------------------------------------
Three Months Twelve Months
------------ -------------
Rate variations.................. $ - $(34.1)
Effect of abnormal weather....... (14.0) 37.1
Growth and other................. 12.5 24.3
------ ------
$ (1.5) $ 27.3
------ ------
</TABLE>
First quarter 1994 kilowatt-hour sales increased 1 percent from the same
quarter of 1993. Growth in industrial and commercial sales which rose 2 percent
and 3 percent, respectively, was partially offset by a 1 percent decline in
sales to the weather sensitive residential class. The weather this year was
milder than the colder than normal weather that occurred in the first quarter of
1993.
Kilowatt-hour sales during the twelve months ended March 31, 1994 increased 1
percent over the prior twelve-month period, reflecting warmer 1993 spring and
summer weather as compared to 1992. Residential sales increased 7 percent and
commercial sales were up 3 percent, while sales to industrial customers
decreased 9 percent, primarily reflecting the December, 1992 sale of the
registrant's Iowa and northern Illinois service territory. Electric operating
revenues for the current twelve-month period reflect the 2.5% electric rate
reduction in Missouri effective January 1, 1993.
<PAGE>
Page 7
UNION ELECTRIC COMPANY
----------------------
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF THE RESULTS OF OPERATIONS (Continued)
Operating Expenses
- - ------------------
(Millions of Dollars)
<TABLE>
<CAPTION>
Variations for periods ended March 31, 1994
from comparable prior periods
-------------------------------------------
Three Months Twelve Months
------------ -------------
<S> <C> <C>
Fuel:
Variation in generation............................. $ (.5) $(28.1)
Price............................................... (15.4) (17.9)
Amortization of uranium litigation settlement....... - (.1)
Generation efficiencies............................. .8 9.4
Department of Energy assessment..................... .3 .7
Net interchange sales and purchased power variation.. .6 28.5
------ ------
$(14.2) $ (7.5)
------ ------
</TABLE>
The decrease in fuel and purchased power costs during the three months ended
March 31, 1994, versus the three months ended March 31, 1993, is primarily due
to lower fuel prices, partially offset by decreased generating efficiencies and
higher net purchased power costs.
The decreased fuel costs for the twelve months ended March 31, 1994, versus
the twelve months ended March 31, 1993, reflects reduced fossil-fueled
generation caused by the 1993 flood-interrupted coal deliveries and lower fuel
prices. These reductions were partially offset by increased power purchases
made to conserve coal and reduced generating efficiencies.
Other operating expense variations reflect recurring conditions such as
growth, inflation and wage increases. During the three months ended March 31,
1994, versus the comparable prior year period, operations expenses other than
fuel and purchased power, were $1 million higher primarily due to increased
employee labor, pension and medical insurance costs, offset in part by reduced
purchased gas costs. Maintenance expenses during the current three month period
were $4 million higher due to increased power plant maintenance.
For the twelve months ended March 31, 1994, versus the prior twelve-month
period, operations expenses other than fuel and purchased power, increased $45
million, primarily due to a $23 million increase in accrued employee
postretirement benefits expense, a $4 million increase in purchased gas costs, a
$7 million increase in labor costs, and higher pension, computer services and
tree trimming costs. Maintenance expenses during the same period increased $11
million primarily due to flood-related expenses and increased power plant
maintenance.
Depreciation expense for the three-month and twelve-month periods ended March
31, 1994, versus the comparable periods in 1993 increased $1 million and $4
million, respectively, primarily due to increases in depreciable property.
Elimination of the amortization of phase-in credits associated with the
registrant's nuclear plant phase-in plan reduced operating expenses by $24
million for the twelve months ended March 31, 1994.
Other taxes charged to operating expenses during the three and twelve months
ended March 31, 1994, versus the comparable prior year periods, increased $1
million and $5 million. Real estate taxes increased in the three-month period
and gross receipts, real estate and payroll taxes were all higher for the
twelve-month period.
<PAGE>
Page 8
UNION ELECTRIC COMPANY
----------------------
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF THE RESULTS OF OPERATIONS (Continued)
Operating Expenses (Continued)
- - ------------------
Income taxes charged to operating expenses during the three and twelve months
ended March 31, 1994, versus the comparable periods ended March 31, 1993,
increased $2 million and $3 million, respectively, primarily due to increased
federal and Missouri income tax rates.
Other Income and Deductions
- - ---------------------------
Miscellaneous other net income and deductions decreased $10 million for the
twelve months ended March 31, 1994, versus the twelve months ended March 31,
1993, reflecting the gain on the sale of the registrant's Iowa and northern
Illinois electric distribution properties in December 1992, partially offset by
lower miscellaneous income deductions.
Interest
- - --------
During the three-month and twelve-month periods ended March 31, 1994 versus
the comparable prior year periods, interest decreased $1 million and $5 million,
respectively, reflecting the refinancing of higher-cost debt with lower-cost
issues and lower interest rates on variable rate debt.
Allowance for Funds Used During Construction (AFC)
- - --------------------------------------------------
Variations in AFC track variations in construction work in progress and were
not significant for the reporting periods. During the twelve-month periods
ended March 31, 1994 and 1993, AFC rates averaged 8.1 percent and 6.2 percent,
respectively.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION
Liquidity and Capital Resources
- - -------------------------------
On January 24, 1994, the registrant issued $100,000,000 of 7% Series First
Mortgage Bonds due 2024.
<PAGE>
PART II. OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
---------------------------------------------------
At the annual meeting of stockholders of the registrant held on April 26,
1994, the following matters, which are more fully described in Exhibit 23
hereto, were presented to the meeting for a vote and the results of such voting
are as follows:
Item (1) Election of Directors.
<TABLE>
<CAPTION>
Non-Voted
Name For/1/ Withheld/1/ Brokers/2/
---- ---------- ----------- ----------
<S> <C> <C> <C>
William E. Cornelius..... 84,806,198 1,092,574 8,853,082
Thomas A. Hays........... 84,873,388 1,031,950 8,853,082
Thomas H. Jacobsen....... 84,840,806 1,047,276 8,853,082
Richard A. Liddy......... 84,669,152 1,182,082 8,853,082
John Peters MacCarthy.... 84,852,709 1,042,043 8,853,082
Paul L. Miller, Jr....... 84,687,357 1,171,641 8,853,082
Charles W. Mueller....... 84,902,001 1,039,717 8,853,082
Robert H. Quenon......... 84,769,250 1,107,070 8,853,082
Harvey Saligman.......... 84,649,248 1,219,874 8,853,082
Janet McAfee Weakley..... 84,815,599 1,132,048 8,853,082
</TABLE>
Item (2) Stockholder Proposal re report on Callaway Plant emissions.
Non-Voted
For Against Abstain Brokers/2/
--- ------- ------- ----------
10,038,590 63,808,255 3,368,291 17,313,804
- - -------------
/1/ Reflects effect of cumulative voting.
/2/ Ascertained by deduction.
<PAGE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
--------------------------------
<TABLE>
<CAPTION>
(a) Exhibits.
<S> <C> <C>
Exhibit 12(a) - Computation of Ratio of Earnings to Fixed
Charges, 12 Months Ended March 31, 1994.
Exhibit 12(b) - Computation of Ratio of Earnings to Fixed Charges and
Preferred Stock Dividend Requirements, 12 Months Ended
March 31, 1994.
Exhibit 23* - Proxy Statement dated March 17, 1994 containing a
description of the matters referred to under Item 4.
</TABLE>
*This exhibit heretofore has been filed with the Securities and Exchange
Commission pursuant to requirements of the Acts administered by the Commission
and is hereby incorporated herein by reference.
(b) Reports on Form 8-K. None
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.
UNION ELECTRIC COMPANY
(Registrant)
May 12, 1994 By /s/ Donald E. Brandt
----------------------------------
Donald E. Brandt
Senior Vice President
Finance and Corporate Services
<PAGE>
EXHIBIT 12(a)
UNION ELECTRIC COMPANY
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
<TABLE>
<CAPTION>
12 Months
Year Ended December 31, Ended
------------------------------------------------------------ March 31,
1989 1990 1991 1992 1993 1994
-------- -------- -------- -------- -------- ---------
(Thousands of Dollars Except Ratios)
<S> <C> <C> <C> <C> <C> <C>
Net Income for the Period $285,605 $294,219 $321,512 $302,748 $297,160 $291,181
-------- -------- -------- -------- -------- --------
Add:
Taxes Based on Income 181,793 191,532 218,954 197,009 182,716 185,243
-------- -------- -------- -------- -------- --------
Fixed Charges:
Interest on Debt 172,288 183,215 163,061 125,798 124,430 122,753
Amortization of Premium
and Discount, Less
Expense, on Debt; and
Bond Defeasance Cost 4,283 4,369 4,148 9,521 5,170 5,428
Rentals (See Note) 1,040 1,114 1,171 908 1,314 1,360
-------- -------- -------- -------- -------- --------
Total Fixed Charges 177,611 188,698 168,380 136,227 130,914 129,541
-------- -------- -------- -------- -------- --------
Earnings Available for Fixed
Charges $645,009 $674,449 $708,846 $635,984 $610,790 $605,965
======== ======== ======== ======== ======== ========
Ratio of Earnings to Fixed
Charges 3.63 3.57 4.21 4.66 4.66 4.67
======== ======== ======== ======== ======== ========
</TABLE>
Note: Represents the interest factor applicable to rentals.
<PAGE>
EXHIBIT 12(b)
PAGE 1 of 2
UNION ELECTRIC COMPANY
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
AND PREFERRED STOCK DIVIDEND REQUIREMENTS
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31,
------------------------------------------------
12 Months
Ended
March 31,
1989 1990 1991 1992 1993 1994
-------- -------- -------- -------- -------- ---------
<S> <C> <C> <C> <C> <C> <C>
(Thousands of Dollars Except Ratios)
Net income for the period...................................... $285,605 $294,219 $321,512 $302,748 $297,160 $291,181
Add:
Taxes based on income........................................ 181,793 191,532 218,954 197,009 182,716 185,243
Fixed charges (see below).................................... 177,611 188,698 168,380 136,227 130,914 129,541
-------- -------- -------- -------- -------- --------
Earnings available for fixed
charges and preferred stock
dividend requirements of Company.............................. $645,009 $674,449 $708,846 $635,984 $610,790 $605,965
======== ======== ======== ======== ======== ========
Fixed charges:
Interest on debt............................................. $172,288 $183,215 $163,061 $125,798 $124,430 $122,753
Amortization of premium and
discount, less expense, on
debt; and bond defeasance
cost........................................................ 4,283 4,369 4,148 9,521 5,170 5,428
Rentals (see note)........................................... 1,040 1,114 1,171 908 1,314 1,360
-------- -------- -------- -------- -------- --------
Total fixed charges......................................... $177,611 $188,698 $168,380 $136,227 $130,914 $129,541
Preferred stock dividend requirements
of Company *(Adjusted for income
tax effect)................................................... 29,994 22,901 22,213 21,852 21,537 21,289
-------- -------- -------- -------- -------- --------
Total fixed charges and preferred
stock dividend requirements................................... $207,605 $211,599 $190,593 $158,079 $152,451 $150,830
======== ======== ======== ======== ======== ========
Ratio of earnings to fixed charges
and preferred stock dividends................................. 3.11 3.19 3.72 4.02 4.01 4.02
======== ======== ======== ======== ======== ========
</TABLE>
Note: Represents the interest factor applicable to rentals.
* See following page for supporting computation.
<PAGE>
EXHIBIT 12(b)
PAGE 2 of 2
UNION ELECTRIC COMPANY
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
AND PREFERRED STOCK DIVIDEND REQUIREMENTS
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31, 12 Months
----------------------------------------------------- Ended
March 31,
1989 1990 1991 1992 1993 1994
--------- --------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
(Thousands of Dollars Except Ratios)
Computation of preferred stock
dividend requirements of Company,
adjusted for income tax effect*
Preferred stock dividend require-
ments of Company, as shown on
statement of earnings....................................... $ 19,134 $ 14,693 $ 14,059 $ 14,058 $ 14,087 $ 13,719
Less deductible preferred stock
dividends**.................................................. 2,085 2,085 2,085 2,085 1,973 1,816
-------- -------- -------- -------- -------- --------
Non-deductible preferred stock
dividends.................................................... $ 17,049 $ 12,608 $ 11,974 $ 11,973 $ 12,114 $ 11,903
======== ======== ======== ======== ======== ========
Excess of net income before income
taxes over net income (percentage) -
See note below............................................... 63.7% 65.1% 68.1% 65.1% 61.5% 63.6%
-------- -------- -------- -------- -------- --------
Income tax effect on non-deductible
preferred stock dividends*................................... $ 10,860 $ 8,208 $ 8,154 $ 7,794 $ 7,450 $ 7,570
Add:
Deductible preferred stock
dividends (above)........................................... 2,085 2,085 2,085 2,085 1,973 1,816
Non-deductible preferred stock
dividends (above)........................................... 17,049 12,608 11,974 11,973 12,114 11,903
-------- -------- -------- -------- -------- --------
Preferred stock dividend requirements
of Company, adjusted for income
tax effect................................................... $ 29,994 $ 22,901 $ 22,213 $ 21,852 $ 21,537 $ 21,289
======== ======== ======== ======== ======== ========
Note: Calculated as follows -
Net income before income
taxes....................................................... $467,398 $485,751 $540,466 $499,757 $479,876 $476,424
Less net income............................................. 285,605 294,219 321,512 302,748 297,160 291,181
-------- -------- -------- -------- -------- --------
Excess - Taxes based on
income..................................................... $181,793 $191,532 $218,954 $197,009 $182,716 $185,243
======== ======== ======== ======== ======== ========
- Percentage of net income................................. 63.7% 65.1% 68.1% 65.1% 61.5% 63.6%
======== ======== ======== ======== ======== ========
</TABLE>
* Income tax adjustment to reflect pre-tax earnings required to meet preferred
stock dividend.
** Dividends deductible on federal income tax return.
