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) United National Insurance Company is added as a Selling Holder that
owns 2,435 TECONS.
2) Swiss Bank Corporation -- London Branch is added as a Selling Holder
that owns 55,000 TECONS.
3) Deutsche Bank A.G. is added as a Selling Holder that owns 78,000
TECONS.
4) Northern Income Equity Fund is added as a Selling Holder that owns
25,000 TECONS.
None of such Selling Holders has a material relationship with AES Trust
II or The AES Corporation.
THE DATE OF THIS PROSPECTUS SUPPLEMENT IS APRIL 22, 1998
