AES CHINA GENERATING CO LTD
15-12G, 1997-05-09
COGENERATION SERVICES & SMALL POWER PRODUCERS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                     FORM 15

Certification  and Notice of Termination of Registration  under Section 12(g) of
the Securities  Exchange Act of 1934 or Suspension of Duty to File Reports Under
Sections 13 and 15(d) of the Securities Exchange Act of 1934.

                                         Commission File Number    0-23148

                          AES China Generating Co. Ltd.
             (Exact name of registrant as specified in its charter)

           3/F(W), Golden Bridge Plaza, No. 1(A) Jianguomenwai Avenue
           Beijing 100020 People's Republic of China (8610) 6508-9619
          (Address, including zip code, and telephone number, including
             area code, of registrant's principal executive offices)

                      Class A Common Stock, $0.01 par value
            (Title of each class of securities covered by this Form)

                             10-1/8% Notes due 2006
         (Titles of all other classes of securities for which a duty to
               file reports under section 13(a) or 15(d) remains)

     Please  place  an X in  the  box(es)  to  designate  the  appropriate  rule
provision(s) relied upon to terminate or suspend the duty to file reports:

  Rule 12g-4(a)(1)(i)   |X|                       Rule 12h-3(b)(1)(ii)   |_|
  Rule 12g-4(a)(1)(ii)  |_|                       Rule 12h-3(b)(2)(i)    |_|
  Rule 12g-4(a)(2)(i)   |_|                       Rule 12h-3(b)(2)(ii)   |_|
  Rule 12g-4(a)(2)(ii)  |_|                       Rule 15d-6             |_|
  Rule 12h-3(b)(1)(i)   |_|


     Approximate number of holders of record as of the certification or
notice date:       1

     Pursuant to the requirements of the Securities Exchange Act of 1934
AES China Generating Co. Ltd. has caused this certification/notice to be
signed on its behalf by the undersigned duly authorized person.



DATE:        May 9, 1997          BY:/s/Jeffery A. Safford
                                      Name: Jeffery A. Safford
                                      Title: Vice President, Chief
                                               Financial Officer





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