As filed with the Securities and Exchange Commission on June 1, 2000
Registration No. 333-37924
===============================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------
AMENDMENT NO. 1 TO
FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
-----------------------
The AES Corporation Delaware 54-1163725
AES Trust IV Delaware 54-1872293
AES Trust V Delaware 54-1872355
AES Trust VI Delaware pending
AES Trust VIII Delaware pending
AES Trust IX Delaware pending
(Exact name of Registrant (State or other jurisdiction of (I.R.S. employer
as specified in its charter) incorporation or organization) identification
number)
1001 North 19th Street
Arlington, Virginia 22209
(703) 522-1315
(Address, including zip code, and telephone number, including
area code, of Registrant's principal executive offices)
Barry J. Sharp
1001 North 19th Street
Arlington, Virginia 22209
(703) 522-1315
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
-----------------------
Copies to:
Richard D. Truesdell, Jr.
Davis Polk & Wardwell
450 Lexington Avenue
New York, New York 10017
(212) 450-4000
-----------------------
Approximate date of commencement of proposed sale to the public: From time
to time after this Registration Statement becomes effective.
-----------------------
If the only securities being registered on this form are being offered pursuant
to dividend or interest reinvestment plans, please check the following box. [ ]
If any of the securities being registered on this form are to be offered on a
delayed or continuous basis pursuant to Rule 415 under the Securities Act of
1933, other than securities being offered only in connection with dividend or
interest reinvestment plans, please check the following box. [X]
If this form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following
box and list the Securities Act registration statement number of the earlier
effective registration statement for the same offering. [ ]
If this form is a post-effective amendment filed pursuant to Rule 462(c) under
the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering. [ ]
If delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. [ ]
The Registrant hereby amends this Registration Statement on such date or dates
as may be necessary to delay its effective date until the Registrant shall file
a further amendment which specifically states that this Registration Statement
shall thereafter become effective in accordance with section 8(a) of the
Securities Act of 1933 or until the Registration Statement shall become
effective on such date as the Commission, acting pursuant to said section 8(a),
may determine.
===============================================================================
<PAGE>
EXPLANATORY NOTE
This Amendment No. 1 to the Registrants' Registration Statement on Form
S-3 (File No. 333-37924) is being filed solely for the purpose of filing
certain exhibits.
2
<PAGE>
PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
Item 16. Exhibits.
Exhibits Description of Exhibit
-------- ----------------------
1.1 Form of Underwriting Agreement (Debt Securities) (incorporated by
reference to Exhibit 1.1 of Amendment No. 1 to Registration
Statement No. 333-15487 on Form S-3 filed on November 18, 1996)
1.2 Form of Underwriting Agreement (Common Stock and Preferred Stock)
(incorporated by reference to Exhibit 1.2 of Amendment No. 1 to
Registration Statement No. 333-15487 on Form S-3 filed on
November 18, 1996)
1.3 Form of Underwriting Agreement (Stock Purchase Contracts and
Stock Purchase Units) (incorporated by reference to Exhibit 1.3
of Amendment No. 1 to Registration Statement No. 333-15487 on
Form S- 3 filed on November 18, 1996)
1.4 Form of Underwriting Agreement (Preferred Securities)
(incorporated by reference to Exhibit 1.4 of Registration
Statement No. 333-39857 on Form S-3 filed on November 10, 1997)
4.1 Form of Senior Debt Securities Indenture between the Company and
the Trustee (incorporated by reference to Exhibit 4.1 of
Amendment No. 1 to Registration Statement No. 333-81953 on Form
S-3 filed on July 13, 1999)
4.2 Form of Senior Subordinated Debt Securities Indenture between the
Company and the Trustee (incorporated by reference to Exhibit 4.2
of Amendment No. 1 to Registration Statement No. 333- 81953 on
Form S-3 filed on July 13, 1999)
4.3 Form of Junior Subordinated Debt Securities Indenture between the
Company and the Trustee (incorporated by reference to Exhibit 4.3
of Amendment No. 1 to Registration Statement No. 333- 81953 on
Form S-3 filed on July 13, 1999)
4.4 Form of Junior Subordinated Debt Trust Securities Indenture
between the Company and the Trustee (incorporated by reference to
Exhibit 4.4 of Amendment No. 1 to Registration Statement No. 333-
81953 on Form S-3 filed on July 13, 1999)
4.5(a)+ Declaration of Trust of AES Trust VI
4.5(b)+ Declaration of Trust of AES Trust VIII
4.5(c)+ Declaration of Trust of AES Trust IX
4.6(a)+ Certificate of Trust of AES Trust VI
4.6(b)+ Certificate of Trust of AES Trust VIII
4.6(c)+ Certificate of Trust of AES Trust IX
4.7 Form of Amended and Restated Declaration of Trust for AES Trust
IV, AES Trust V, AES Trust VI, AES Trust VIII and AES Trust IX
(incorporated by reference to Exhibit 4.9 of Amendment No. 2 to
Registration Statement No. 333-15487 on Form S-3 filed on
November 27, 1996)
4.8 Form of Preferred Security (included in Exhibit 4.7)
4.9 Form of Supplemental Indenture to be used in connection with
issuance of Junior Subordinated Debt Trust Securities and
Preferred Securities (incorporated by reference to Exhibit 4.11
of Registration Statement No. 333-15487 on Form S-3 filed on
November 4, 1996)
4.10 Form of Junior Subordinated Debt Trust Security (included in
Exhibit 4.9)
4.11 Form of Preferred Securities Guarantee with respect to Preferred
Securities (incorporated by reference to Exhibit 4.13 of
Amendment No. 2 to Registration Statement No. 333-15487 on Form
S-3 filed on November 27, 1996)
4.12 Declaration of Trust of AES Trust IV (incorporated by reference
to Exhibit 4.12 of Registration Statement No. 333-39857 on Form
S-3 filed on November 10, 1997)
4.13 Certificate of Trust of AES Trust IV (incorporated by reference
to Exhibit 4.13 of Registration Statement No. 333-39857 on Form
S-3 filed on November 10, 1997)
4.14 Declaration of Trust of AES Trust V (incorporated by reference to
Exhibit 4.14 of Registration Statement No. 333-39857 on Form S-3
filed on November 10, 1997)
II-1
<PAGE>
Exhibits Description of Exhibit
-------- ----------------------
4.15 Certificate of Trust of AES Trust V (incorporated by reference to
Exhibit 4.14 of Registration Statement No. 333-39857 on Form S-3
filed on November 10, 1997)
4.16 Form of Purchase Contract Agreement (incorporated by reference to
Exhibit 4.16 of Amendment No. 1 to Registration Statement No.
333-15487 on Form S-3 filed on November 18, 1996)
4.17 Form of Pledge Agreement (incorporated by reference to Exhibit
4.17 of Amendment No. 1 to Registration Statement No. 333-15487
on Form S-3 filed on November 18, 1996)
5.1 Opinion of Davis Polk & Wardwell
5.2 Opinion of Delaware counsel
12.1+ Computation of ratio of earnings to fixed charges
23.1 Consent of Deloitte & Touche LLP
23.3 Consent of Davis Polk & Wardwell (included in Exhibit 5.1)
23.4 Consent of Delaware counsel (included in Exhibit 5.2)
24.1 Powers of Attorney for the Company (included on signature page to
initial Registration Statement filed May 26, 2000)
24.2 Powers of Attorney for the Company as sponsor, to sign the
Registration Statement on behalf of AES Trust IV, AES Trust V,
AES Trust VI, AES Trust VIII and AES Trust IX (included in
Exhibits 4.7, 4.14, 4.5(a), 4.5(b) and 4.5(c))
25.1 Statement of Eligibility under the Trust Indenture Act of 1939,
as amended, of Bank One, National Association (formerly known as
The First National Bank of Chicago), as Trustee, under the Senior
Debt Securities Indenture
25.2 Statement of Eligibility under the Trust Indenture Act of 1939,
as amended, of Bank One, National Association (formerly known as
The First National Bank of Chicago), as Trustee, under the Senior
Subordinated Debt Securities Indenture
25.3 Statement of Eligibility under the Trust Indenture Act of 1939,
as amended, of Bank One, National Association (formerly known as
The First National Bank of Chicago), as Trustee, under the Junior
Subordinated Debt Securities Indenture
25.4(a) Statement of Eligibility under the Trust Indenture Act of 1939,
as amended, of Bank One, National Association (formerly known as
The First National Bank of Chicago), as Trustee, with respect to
the Junior Subordinated Debt Trust Securities Indenture of AES
Trust IV
25.4(b) Statement of Eligibility under the Trust Indenture Act of 1939,
as amended, of Bank One, National Association (formerly known as
The First National Bank of Chicago), as Trustee, with respect to
the Junior Subordinated Debt Trust Securities Indenture of AES
Trust V
25.4(c) Statement of Eligibility under the Trust Indenture Act of 1939,
as amended, of Bank One, National Association (formerly known as
The First National Bank of Chicago), as Trustee, with respect to
the Junior Subordinated Debt Trust Securities Indenture of AES
Trust VI
25.4(d) Statement of Eligibility under the Trust Indenture Act of 1939,
as amended, of Bank One, National Association (formerly known as
The First National Bank of Chicago), as Trustee, with respect to
the Junior Subordinated Debt Trust Securities Indenture of AES
Trust VIII
25.4(e) Statement of Eligibility under the Trust Indenture Act of 1939,
as amended, of Bank One, National Association (formerly known as
The First National Bank of Chicago), as Trustee, with respect to
the Junior Subordinated Debt Trust Securities Indenture of AES
Trust IX
25.5 Statement of Eligibility under the Trust Indenture Act of 1939,
as amended, of Bank One, National Association (formerly known as
The First National Bank of Chicago), as Trustee, with respect to
the Preferred Securities of AES Trust IV
25.6 Statement of Eligibility under The Trust Indenture Act of 1939,
as amended, of Bank One, National Association (formerly known as
The First National Bank of Chicago), as Trustee, with respect to
the Preferred Securities of AES Trust V
25.7 Statement of Eligibility under The Trust Indenture Act of 1939,
as amended, of Bank One, National Association (formerly known as
The First National Bank of Chicago), as Trustee, with respect to
the Preferred Securities of AES Trust VI
II-2
<PAGE>
Exhibits Description of Exhibit
-------- ----------------------
25.8 Statement of Eligibility under The Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Preferred Securities of AES Trust VIII
25.9 Statement of Eligibility under The Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Preferred Securities of AES Trust IX
25.10 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Preferred Securities Guarantee of the Company with respect to the
Preferred Securities of AES Trust IV
25.11 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Preferred Securities Guarantee of the Company with respect to the
Preferred Securities of AES Trust V
25.12 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Preferred Securities Guarantee of the Company with respect to the
Preferred Securities of AES Trust VI
25.13 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Preferred Securities Guarantee of the Company with respect to the
Preferred Securities of AES Trust VIII
25.14 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Preferred Securities Guarantee of the Company with respect to the
Preferred Securities of AES Trust IX
25.15 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, under the Senior Debt
Securities Indenture
25.16 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, under the Senior
Subordinated Debt Securities Indenture (included in Exhibit 25.15)
25.17 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, under the Junior
Subordinated Debt Securities Indenture (included in Exhibit 25.15)
25.18(a) Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Junior Subordinated Debt Trust Securities Indenture of AES Trust
IV
25.18(b) Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Junior Subordinated Debt Trust Securities Indenture of AES Trust V
25.18(c) Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Junior Subordinated Debt Trust Securities Indenture of AES Trust
VI
25.18(d) Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Junior Subordinated Debt Trust Securities Indenture of AES Trust
VIII
25.18(e) Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Junior Subordinated Debt Trust Securities Indenture of AES Trust
IX
II-3
<PAGE>
Exhibits Description of Exhibit
-------- ----------------------
25.19 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Preferred Securities of AES Trust IV
25.20 Statement of Eligibility under The Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Preferred Securities of AES Trust V
25.21 Statement of Eligibility under The Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Preferred Securities of AES Trust VI
25.22 Statement of Eligibility under The Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Preferred Securities of AES Trust VIII
25.23 Statement of Eligibility under The Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Preferred Securities of AES Trust IX
25.24 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Preferred Securities Guarantee of the Company with respect to the
Preferred Securities of AES Trust IV
25.25 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Preferred Securities Guarantee of the Company with respect to the
Preferred Securities of AES Trust V
25.26 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Preferred Securities Guarantee of the Company with respect to the
Preferred Securities of AES Trust VI
25.27 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Preferred Securities Guarantee of the Company with respect to the
Preferred Securities of AES Trust VIII
25.28 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Preferred Securities Guarantee of the Company with respect to the
Preferred Securities of AES Trust IX
---------
+ Previously filed.
II-4
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Company
certifies that is has reasonable grounds to believe that it meets all of the
requirements for filing on Forms S-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, hereunto duly
authorized, in the City of Arlington, State of Virginia on June 1, 2000.
THE AES CORPORATION
By: /s/ Dennis W. Bakke
-----------------------------------
Dennis W. Bakke
President and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed below by the following persons in the capacities
indicated on June 1, 2000.
Signature Title
--------- -----
*
---------------------------- Chairman of the Board
Roger W. Sant
* President, Chief Executive Officer
---------------------------- and Director (Principal Executive
Dennis W. Bakke Officer)
*
---------------------------- Director
Dr. Alice F. Emerson
*
---------------------------- Director
Robert F. Hemphill, Jr.
*
---------------------------- Director
Frank Jungers
*
---------------------------- Director
John H. McArthur
*
---------------------------- Director
Hazel O'Leary
II-5
<PAGE>
Signature Title
--------- -----
*
---------------------------- Director
Thomas I. Unterberg
*
---------------------------- Director
Robert H. Waterman, Jr.
*
---------------------------- Senior Vice President and Chief
Barry J. Sharp Financial Officer (Principal
Financial and Accounting Officer)
*By: /s/ Dennis W. Bakke
-----------------------
Dennis W. Bakke
Attorney-in-Fact
II-6
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, AES Trust IV,
AES Trust V, AES Trust VI, AES Trust VIII and AES Trust IX each certifies that
it has reasonable grounds to believe that it meets all of the requirements for
filing on Form S-3 and has duly caused this Registration Statement to be signed
on its behalf by the undersigned, hereunto duly authorized, in the City of
Arlington, State of Virginia on June 1, 2000.
AES TRUST IV
By: The AES Corporation, as Sponsor
By: /s/ Barry J. Sharp
-----------------------------------------
Name: Barry J. Sharp
Title: Senior Vice President and Chief
Financial Officer
AES TRUST V
By: The AES Corporation, as Sponsor
By: /s/ Barry J. Sharp
-----------------------------------------
Name: Barry J. Sharp
Title: Senior Vice President and Chief
Financial Officer
AES TRUST VI
By: The AES Corporation, as Sponsor
By: /s/ Barry J. Sharp
-----------------------------------------
Name: Barry J. Sharp
Title: Senior Vice President and Chief
Financial Officer
AES TRUST VIII
By: The AES Corporation, as Sponsor
By: /s/ Barry J. Sharp
-----------------------------------------
Name: Barry J. Sharp
Title: Senior Vice President and Chief
Financial Officer
II-7
<PAGE>
AES TRUST IX
By: The AES Corporation, as Sponsor
By: /s/ Barry J. Sharp
----------------------------------------
Name: Barry J. Sharp
Title: Senior Vice President and Chief
Financial Officer
II-8
<PAGE>
EXHIBIT INDEX
Exhibits Description of Exhibit
-------- ----------------------
1.1 Form of Underwriting Agreement (Debt Securities) (incorporated by
reference to Exhibit 1.1 of Amendment No. 1 to Registration
Statement No. 333-15487 on Form S-3 filed on November 18, 1996)
1.2 Form of Underwriting Agreement (Common Stock and Preferred Stock)
(incorporated by reference to Exhibit 1.2 of Amendment No. 1 to
Registration Statement No. 333-15487 on Form S-3 filed on November
18, 1996)
1.3 Form of Underwriting Agreement (Stock Purchase Contracts and Stock
Purchase Units) (incorporated by reference to Exhibit 1.3 of
Amendment No. 1 to Registration Statement No. 333-15487 on Form S-
3 filed on November 18, 1996)
1.4 Form of Underwriting Agreement (Preferred Securities)
(incorporated by reference to Exhibit 1.4 of Registration
Statement No. 333-39857 on Form S-3 filed on November 10, 1997)
4.1 Form of Senior Debt Securities Indenture between the Company and
the Trustee (incorporated by reference to Exhibit 4.1 of Amendment
No. 1 to Registration Statement No. 333-81953 on Form S-3 filed on
July 13, 1999)
4.2 Form of Senior Subordinated Debt Securities Indenture between the
Company and the Trustee (incorporated by reference to Exhibit 4.2
of Amendment No. 1 to Registration Statement No. 333- 81953 on
Form S-3 filed on July 13, 1999)
4.3 Form of Junior Subordinated Debt Securities Indenture between the
Company and the Trustee (incorporated by reference to Exhibit 4.3
of Amendment No. 1 to Registration Statement No. 333- 81953 on
Form S-3 filed on July 13, 1999)
4.4 Form of Junior Subordinated Debt Trust Securities Indenture
between the Company and the Trustee (incorporated by reference to
Exhibit 4.4 of Amendment No. 1 to Registration Statement No. 333-
81953 on Form S-3 filed on July 13, 1999)
4.5(a)+ Declaration of Trust of AES Trust VI
4.5(b)+ Declaration of Trust of AES Trust VIII
4.5(c)+ Declaration of Trust of AES Trust IX
4.6(a)+ Certificate of Trust of AES Trust VI
4.6(b)+ Certificate of Trust of AES Trust VIII
4.6(c)+ Certificate of Trust of AES Trust IX
4.7 Form of Amended and Restated Declaration of Trust for AES Trust
IV, AES Trust V, AES Trust VI, AES Trust VIII and AES Trust IX
(incorporated by reference to Exhibit 4.9 of Amendment No. 2 to
Registration Statement No. 333-15487 on Form S-3 filed on November
27, 1996)
4.8 Form of Preferred Security (included in Exhibit 4.7)
4.9 Form of Supplemental Indenture to be used in connection with
issuance of Junior Subordinated Debt Trust Securities and
Preferred Securities (incorporated by reference to Exhibit 4.11 of
Registration Statement No. 333-15487 on Form S-3 filed on November
4, 1996)
4.10 Form of Junior Subordinated Debt Trust Security (included in
Exhibit 4.9)
4.11 Form of Preferred Securities Guarantee with respect to Preferred
Securities (incorporated by reference to Exhibit 4.13 of Amendment
No. 2 to Registration Statement No. 333-15487 on Form S-3 filed on
November 27, 1996)
4.12 Declaration of Trust of AES Trust IV (incorporated by reference to
Exhibit 4.12 of Registration Statement No. 333-39857 on Form S-3
filed on November 10, 1997)
4.13 Certificate of Trust of AES Trust IV (incorporated by reference to
Exhibit 4.13 of Registration Statement No. 333-39857 on Form S-3
filed on November 10, 1997)
4.14 Declaration of Trust of AES Trust V (incorporated by reference to
Exhibit 4.14 of Registration Statement No. 333-39857 on Form S-3
filed on November 10, 1997)
4.15 Certificate of Trust of AES Trust V (incorporated by reference to
Exhibit 4.14 of Registration Statement No. 333-39857 on Form S-3
filed on November 10, 1997)
4.16 Form of Purchase Contract Agreement (incorporated by reference to
Exhibit 4.16 of Amendment No. 1 to Registration Statement No.
333-15487 on Form S-3 filed on November 18, 1996)
4.17 Form of Pledge Agreement (incorporated by reference to Exhibit
4.17 of Amendment No. 1 to Registration Statement No. 333-15487 on
Form S-3 filed on November 18, 1996)
II-9
<PAGE>
Exhibits Description of Exhibit
-------- ----------------------
5.1 Opinion of Davis Polk & Wardwell
5.2 Opinion of Delaware counsel
12.1+ Computation of ratio of earnings to fixed charges
23.1 Consent of Deloitte & Touche LLP
23.3 Consent of Davis Polk & Wardwell (included in Exhibit 5.1)
23.4 Consent of Delaware counsel (included in Exhibit 5.2)
24.1 Powers of Attorney for the Company (included on signature page to
initial Registration Statement filed May 26, 2000)
24.2 Powers of Attorney for the Company as sponsor, to sign the
Registration Statement on behalf of AES Trust IV, AES Trust V, AES
Trust VI, AES Trust VIII and AES Trust IX (included in Exhibits
4.7, 4.14, 4.5(a), 4.5(b) and 4.5(c))
25.1 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, under the Senior Debt
Securities Indenture
25.2 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, under the Senior
Subordinated Debt Securities Indenture
25.3 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, under the Junior
Subordinated Debt Securities Indenture
25.4(a) Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Junior Subordinated Debt Trust Securities Indenture of AES Trust
IV
25.4(b) Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Junior Subordinated Debt Trust Securities Indenture of AES Trust V
25.4(c) Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Junior Subordinated Debt Trust Securities Indenture of AES Trust
VI
25.4(d) Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Junior Subordinated Debt Trust Securities Indenture of AES Trust
VIII
25.4(e) Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Junior Subordinated Debt Trust Securities Indenture of AES Trust
IX
25.5 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Preferred Securities of AES Trust IV
25.6 Statement of Eligibility under The Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Preferred Securities of AES Trust V
25.7 Statement of Eligibility under The Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Preferred Securities of AES Trust VI
25.8 Statement of Eligibility under The Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Preferred Securities of AES Trust VIII
25.9 Statement of Eligibility under The Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Preferred Securities of AES Trust IX
25.10 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Preferred Securities Guarantee of the Company with respect to the
Preferred Securities of AES Trust IV
II-10
<PAGE>
Exhibits Description of Exhibit
-------- ----------------------
25.11 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Preferred Securities Guarantee of the Company with respect to the
Preferred Securities of AES Trust V
25.12 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Preferred Securities Guarantee of the Company with respect to the
Preferred Securities of AES Trust VI
25.13 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Preferred Securities Guarantee of the Company with respect to the
Preferred Securities of AES Trust VIII
25.14 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of Bank One, National Association (formerly known as The
First National Bank of Chicago), as Trustee, with respect to the
Preferred Securities Guarantee of the Company with respect to the
Preferred Securities of AES Trust IX
25.15 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, under the Senior
Debt Securities Indenture
25.16 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, under the Senior
Subordinated Debt Securities Indenture (included in Exhibit 25.15)
25.17 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, under the Junior
Subordinated Debt Securities Indenture (included in Exhibit 25.15)
25.18(a) Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Junior Subordinated Debt Trust Securities Indenture of AES Trust
IV
25.18(b) Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Junior Subordinated Debt Trust Securities Indenture of AES Trust V
25.18(c) Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Junior Subordinated Debt Trust Securities Indenture of AES Trust
VI
25.18(d) Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Junior Subordinated Debt Trust Securities Indenture of AES Trust
VIII
25.18(e) Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Junior Subordinated Debt Trust Securities Indenture of AES Trust
IX
25.19 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Preferred Securities of AES Trust IV
25.20 Statement of Eligibility under The Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Preferred Securities of AES Trust V
25.21 Statement of Eligibility under The Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Preferred Securities of AES Trust VI
25.22 Statement of Eligibility under The Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Preferred Securities of AES Trust VIII
25.23 Statement of Eligibility under The Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Preferred Securities of AES Trust IX
II-11
<PAGE>
Exhibits Description of Exhibit
-------- ----------------------
25.24 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Preferred Securities Guarantee of the Company with respect to the
Preferred Securities of AES Trust IV
25.25 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Preferred Securities Guarantee of the Company with respect to the
Preferred Securities of AES Trust V
25.26 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Preferred Securities Guarantee of the Company with respect to the
Preferred Securities of AES Trust VI
25.27 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Preferred Securities Guarantee of the Company with respect to the
Preferred Securities of AES Trust VIII
25.28 Statement of Eligibility under the Trust Indenture Act of 1939, as
amended, of The Bank of New York, as Trustee, with respect to the
Preferred Securities Guarantee of the Company with respect to the
Preferred Securities of AES Trust IX
---------
+ Previously filed.
II-12
