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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
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<S> <C>
AES TRUST III THE AES CORPORATION
(Exact Name of Registrant as Specified in Its Charter) (Exact Name of Registrant as Specified in Its Charter)
DELAWARE DELAWARE
(State of Incorporation or Organization) (State of Incorporation or Organization)
54-1840550 54-1163725
(I.R.S. Employer Identification No.) (I.R.S. Employer Identification No.)
C/O THE AES CORPORATION C/O THE AES CORPORATION
1001 NORTH 19TH STREET 1001 NORTH 19TH STREET
ARLINGTON, VA 22209 ARLINGTON, VA 22209
(703) 522-1315 (703) 522-1315
(Address of Principal Executive Offices) (Address of Principal Executive Offices)
If this form relates to the registration If this form relates to the registration
of a class of securities pursuant to of a class of securities pursuant to
Section 12(b) of the Exchange Act and is Section 12(g) of the Exchange Act and is
effective pursuant to General Instruction effective pursuant to General Instruction
A.(c), please check the following box. [ ] A.(d), please check the following box. [ ]
Securities Act registration statement file number to which this form relates: 333-81953
Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
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Trust Convertible Preferred Security New York Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act:
(Title of Class)
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(None)
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ITEM 1: DESCRIPTION OF REGISTRANTS' SECURITIES TO BE REGISTERED
The title of the class of securities to be registered hereunder is
"Trust Convertible Preferred Security" (the "Securities"). A description of the
Securities is set forth under the captions "The AES Trusts", "Description of the
Preferred Securities", "Description of the Preferred Securities Guarantees," and
"Description of the Junior Subordinated Debt Trust Securities" in the prospectus
included within the Registration Statement on Form S-3 of the Registrants filed
with the Commission under the Securities Act of 1933, as amended (Registration
No. 333-81953) (the "Registration Statement"), and the description set forth
under the captions "AES Trust III", "Description of the Preferred Securities",
"Description of the Guarantee" and "Description of the Junior Subordinated
Debentures" in a Prospectus Supplement relating to the securities filed by the
Registrants pursuant to rule 424(b) under the Securities Act of 1933, as
amended. The information in the foregoing Registration Statement and Prospectus
is incorporated herein by reference.
ITEM 2: EXHIBITS
1. Prospectus dated July 13, 1999, included in the Registrants'
Registration Statement (Registration No. 333-81953-01) on
Form S-3 as filed with the Commission on June 30, 1999 and
as amended by Amendment No. 1 filed with the Commission on
July 13, 1999 and the accompanying prospectus supplement,
dated September 27, 1999 and hereby incorporated by
reference herein.
2. Declaration of Trust dated November 1, 1996 of AES Trust III
(incorporated by reference to Exhibit 4.14 of Amendment No.
1 to Registration Statement No. 333-15487 on Form S-3 filed
with the Commission on November 18, 1996).
3. Form of Amended and Restated Declaration of Trust of AES
Trust III (incorporated by reference to Exhibit 4.9 of
Amendment No. 2 to Registration Statement No. 333-15487 on
Form S-3 filed with the Commission on November 18, 1996).
4. Form of Preferred Security (included in immediately
preceding exhibit)
5. Form of Preferred Securities Guarantee with respect to the
Preferred Securities (incorporated by reference to Exhibit
4.13 of Amendment No. 2 to Registration Statement No.
333-15487 on Form S-3 filed with the Commission on November
27, 1996).
6. Junior Subordinated Debt Trust Securities Indenture dated as
of March 1, 1997 between The AES Corporation and The First
National Bank of Chicago, as Trustee (incorporated by
reference to Exhibit 4.1 to Registration Statement No.
333-46189 on Form S-3 filed on February 12, 1998).
9. Form of Supplemental Indenture (incorporated by reference to
Exhibit 4.11 to Registration Statement No. 333-15487 on Form
S-3 filed on November 4, 1996).
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the Registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereto duly authorized.
AES Trust III
By: The AES Corporation
as Sponsor
By: /s/ William R. Luraschi
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Name: William R. Luraschi
Title: Vice President and Secretary
The AES Corporation
By: /s/ William R. Luraschi
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Name: William R. Luraschi
Title: Vice President and Secretary
Date: October 7, 1999
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