PROSPECTUS SUPPLEMENT
(TO PROSPECTUS DATED March 27, 1998)
6,000,000 Securities
AES TRUST II
$2.75 Term Convertible Securities, Series B ("TECONS (SM)")
(Liquidation amount $50 per security) fully and unconditionally guaranteed by,
and convertible into Common Stock of,
THE AES CORPORATION
The Prospectus, dated March 27, 1998 (the "Prospectus"), relating to
the offering for resale of up to 6,000,000 $2.75 Term Convertible Securities,
Series B (the "TECONS"), liquidation preference $50 per security, issued by AES
Trust II, a statutory business trust created under the laws of the State of
Delaware, which were issued and sold in transactions exempt from the
registration requirements of the Securities Act of 1933, as amended, is hereby
supplemented as set forth below.
The table on pages 68 and 69 of the Prospectus (the "Table of
Selling Holders"), which sets forth information with respect to the Selling
Holders (as defined in the Prospectus) and the respective number of TECONS
beneficially owned by each Selling Holder that may be offered for resale
pursuant to the Prospectus is hereby supplemented as follows:
1) TQA Arbitrage Fund, L.P. is added as a Selling Holder that owns
20,000 TECONS.
2) TQA Vantage Fund, Ltd. is added as a Selling Holder that owns 30,000
TECONS.
None of such Selling Holders has a material relationship with AES Trust
II or The AES Corporation except as described in the Prospectus.
THE DATE OF THIS PROSPECTUS SUPPLEMENT IS JULY 6, 1998
