In
the Matter of:
AMEREN
CORPORATION,
and
its Subsidiaries
File
Nos. 70-10206, 70-10106, 70-10078, 70-10220, 70-10159 |
QUARTERLY
CERTIFICATE
PURSUANT
TO RULE 24 UNDER THE
PUBLIC
UTILITY HOLDING COMPANY
ACT
OF 1935 |
1. |
Sales
of any Common Stock by Ameren (other than pursuant to Stock Plans) and the
purchase price per share and the market price per share at the date of the
agreement of sale. |
2. |
The
total number of shares of Common Stock issued or issuable under options,
warrants or other stock-purchase rights granted during the quarter under
Stock Plans. |
Dividend
Reinvestment and Stock Purchase Plan: |
367,257 |
Employee
Long-Term Savings Plan 148 (401(k)): |
7,663 |
(Consisting
of 2,596 original issue shares and |
|
5,067
shares purchased on the open market) |
|
Employee
Long-Term Savings Plan 702 (401(k)) |
12,796 |
(Consisting
of 3,230 original issue shares and |
|
9,566
shares purchased on the open market) |
|
Savings
Investment Plan |
99,734 |
Long
Term Incentive Plan (Restricted Common Stock) |
0 |
|
|
Total |
487,450 |
3. |
If
Common Stock has been transferred to a seller of securities of a company
being acquired, the number of shares so issued, the value per share and
whether the shares are restricted to the
acquiror. |
4. |
The
amount and terms of any Long-term Debt, Preferred Stock, Preferred
Securities or Equity-linked Securities issued by Ameren, directly or
indirectly through a Financing Subsidiary, during the
quarter. |
5. |
The
amount and terms of any Short-term Debt issued directly or indirectly by
Ameren during the quarter. |
A. |
There
was no commercial paper issued during the 4th
quarter of 2004. |
B. |
There
were no bank loans during the 4th
quarter of 2004. |
6. |
A
description of the amount, terms and purpose of any Guarantee issued
during the quarter by Ameren and the name of the Subsidiary benefiting
from such Guarantee. |
Parent | Subsidiary |
Amount |
Terms |
Purpose |
Ameren
Corp. |
Ameren
Energy Fuels & Services Co. |
$
1,000,000 |
10/21/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Fuels & Services Co. |
$
1,000,000 |
10/21/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Fuels & Services Co. |
$
2,000,000 |
11/10/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
3,000,000 |
11/18/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Fuels & Services Co. |
$
5,000,000 |
12/02/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
1,000,000 |
11/18/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Fuels & Services Co. |
$
5,000,000 |
12/08/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing/Ameren
Energy
Fuels & Services Co. and
CILCORP
Energy Services Inc. |
$
8,000,000 |
10/26/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
2,000,000 |
11/30/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
5,000,000 |
12/08/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Illinois
Power Company
(“AmerenIP”) |
$
1,000,000 |
12/22/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
AmerenIP |
$18,000,000 |
11/22/04-03/31/05 |
Credit
Support |
Ameren
Corp. |
CILCORP
Energy Services Inc. |
$
3,000,000 |
12/02/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
5,000,000 |
11/30/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
AmerenIP |
$
3,000,000 |
12/22/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
AmerenIP |
$
7,500,000 |
12/15/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
3,000,000 |
11/10/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
3,000,000 |
11/18/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
2,000,000 |
12/02/04-09/30/05 |
Credit
Support |
Ameren
Corp. |
AmerenIP |
$
3,000,000 |
10/21/04-03/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
8,000,000 |
10/21/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
1,000,000 |
12/08/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
5,000,000 |
10/21/04-12/31/04 |
Credit
Support |
Ameren
Corp. |
AmerenIP |
$40,000,000 |
12/01/04-12/31/06 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
5,000,000 |
12/08/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
2,000,000 |
12/16/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
1,000,000 |
12/08/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
2,000,000 |
12/08/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$10,000,000 |
12/17/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
CILCORP
Energy Services Inc. |
$
190,000 |
12/08/04-03/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Fuels & Services Co. |
$
500,000 |
12/16/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
CILCORP
Energy Services Inc. |
$
5,000,000 |
12/16/04-03/31/05 |
Credit
Support |
Ameren
Corp. |
CILCORP
Energy Services Inc. |
$
5,000,000 |
11/30/04-03/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy, Inc. |
$
3,000,000 |
11/10/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
6,000,000 |
11/18/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
1,000,000 |
12/16/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing and
Ameren
Energy Fuels &
Services
Co. |
$
3,000,000 |
12/17/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
AmerenIP |
$
1,500,000 |
11/01/04-03/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Fuels & Services Co. |
$
500,000 |
12/14/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
1,000,000 |
12/02/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
5,000,000 |
12/15/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
7,000,000 |
12/17/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
AmerenIP |
$
5,000,000 |
10/13/04-01/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
1,000,000 |
11/10/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
250,000 |
10/21/04-10/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
1,000,000 |
10/18/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
1,000,000 |
12/16/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
CILCORP
Energy Services Inc. and
Ameren
Energy Marketing |
$
3,000,000 |
12/17/04-03/31/05 |
Credit
Support |
Ameren
Corp. |
AmerenIP |
$
5,000,000 |
12/30/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
1,500,000 |
12/13/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
1,000,000 |
12/21/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$10,000,000 |
11/30/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$10,000,000 |
11/22/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Fuels & Services Co.
and
Ameren Energy Marketing |
$
5,000,000 |
11/18/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
5,000,000 |
12/31/04-12/31/05 |
Credit
Support |
Ameren
Corp. |
Ameren
Energy Marketing |
$
1,000,000 |
12/21/04-12/31/05 |
Credit
Support |
7. |
The
name and amount invested by Ameren, AmerenUE and AmerenCIPS in any
Financing Subsidiary during the
quarter. |
8. |
The
notional amount and principal terms of any Interest Rate Hedge or
Anticipatory Hedge entered into by Ameren during the quarter and the
identity of the parties to such
instruments. |
9. |
Consolidated
balance sheet of Ameren, AmerenUE and AmerenCIPS as of the end of the
calendar quarter. |
1. |
The
type of long-term securities (e.g.,
common stock, long-term debt, preferred securities,
etc.)
issued by CILCORP or AERG during the quarter and the amount of
consideration received. |
2. |
The
principal terms (e.g., interest rate, maturity, dividend rate, sinking
fund provisions, etc.)
of any long-term securities issued by CILCORP or AERG during the quarter.
|
3. |
The
amount and terms of any Short-term Debt issued by CILCORP, AmerenUE,
AmerenCIPS, AmerenCILCO or AERG (other than to evidence Money Pool
borrowings) during the
quarter. |
Type
of |
Amount |
Term |
Interest | |
Borrower |
Borrowing |
($ millions) |
(days) |
Rate |
AmerenUE |
Commercial
Paper |
50.0 |
1 |
2.06% |
AmerenUE |
Commercial
Paper |
25.0 |
1 |
2.06% |
AmerenUE |
Commercial
Paper |
50.0 |
1 |
2.05% |
AmerenUE |
Commercial
Paper |
8.4 |
1 |
2.05% |
AmerenUE |
Commercial
Paper |
50.0 |
3 |
2.04% |
AmerenUE |
Commercial
Paper |
20.3 |
3 |
2.04% |
AmerenUE |
Commercial
Paper |
50.0 |
1 |
2.04% |
AmerenUE |
Commercial
Paper |
14.8 |
1 |
2.04% |
AmerenUE |
Commercial
Paper |
50.0 |
1 |
2.05% |
AmerenUE |
Commercial
Paper |
20.2 |
1 |
2.05% |
AmerenUE |
Commercial
Paper |
50.0 |
1 |
2.02% |
AmerenUE |
Commercial
Paper |
12.2 |
1 |
2.02% |
AmerenUE |
Commercial
Paper |
50.0 |
1 |
2.09% |
AmerenUE |
Commercial
Paper |
1.0 |
1 |
2.09% |
AmerenUE |
Commercial
Paper |
41.2 |
3 |
2.13% |
AmerenUE |
Commercial
Paper |
37.2 |
1 |
2.20% |
AmerenUE |
Commercial
Paper |
34.1 |
1 |
2.30% |
AmerenUE |
Commercial
Paper |
50.0 |
1 |
2.35% |
AmerenUE |
Commercial
Paper |
50.0 |
1 |
2.35% |
AmerenUE |
Commercial
Paper |
50.0 |
1 |
2.35% |
AmerenUE |
Commercial
Paper |
5.0 |
1 |
2.35% |
AmerenUE |
Commercial
Paper |
50.0 |
1 |
2.30% |
AmerenUE |
Commercial
Paper |
50.0 |
1 |
2.30% |
AmerenUE |
Commercial
Paper |
48.1 |
1 |
2.30% |
AmerenUE |
Commercial
Paper |
50.0 |
3 |
2.28% |
AmerenUE |
Commercial
Paper |
50.0 |
3 |
2.28% |
AmerenUE |
Commercial
Paper |
48.4 |
3 |
2.28% |
AmerenUE |
Commercial
Paper |
50.0 |
1 |
2.32% |
AmerenUE |
Commercial
Paper |
10.0 |
1 |
2.32% |
AmerenUE |
Commercial
Paper |
50.0 |
1 |
2.33% |
AmerenUE |
Commercial
Paper |
50.0 |
1 |
2.33% |
AmerenUE |
Commercial
Paper |
50.0 |
1 |
2.33% |
AmerenUE |
Commercial
Paper |
1.5 |
1 |
2.33% |
AmerenUE |
Commercial
Paper |
0.5 |
1 |
2.33% |
AmerenUE |
Commercial
Paper |
1.0 |
13 |
2.37% |
AmerenUE |
Commercial
Paper |
45.0 |
16 |
2.37% |
AmerenUE |
Commercial
Paper |
4.8 |
14 |
2.38% |
AmerenUE |
Commercial
Paper |
50.0 |
20 |
2.38% |
AmerenUE |
Commercial
Paper |
50.0 |
20 |
2.38% |
AmerenUE |
Commercial
Paper |
50.0 |
16 |
2.38% |
AmerenUE |
Commercial
Paper |
25.0 |
16 |
2.38% |
AmerenUE |
Commercial
Paper |
30.0 |
14 |
2.38% |
AmerenUE |
Commercial
Paper |
44.2 |
23 |
2.38% |
AmerenUE |
Commercial
Paper |
50.0 |
22 |
2.40% |
AmerenUE |
Commercial
Paper |
25.0 |
23 |
2.40% |
4. |
If
payment of any debt securities may be accelerated by the holders thereof
by reason of a default by any
associate company of the issuer under any obligation of such associate
company (i.e.,
a cross default), the identity of such associate company and the nature of
obligation of the associate company to which the cross default
relates. |
5. |
The
amount and purpose of any Guarantee issued by
CILCORP. |
6. |
The
notional amount and principal terms of any Interest Rate Hedge or
Anticipatory Hedge entered into during the quarter by CILCORP, AmerenUE,
AmerenCIPS, AmerenCILCO or AERG and the identity of the parties to such
instruments. |
7. |
With
respect to each Financing Subsidiary that has been formed by CILCORP,
AmerenCILCO or AERG, a representation that the financial statements of the
parent company of the Financing Subsidiary shall account for the Financing
Subsidiary in accordance with generally accepted accounting principles and
further, with respect to each such entity, (i) the name of the Financing
Subsidiary, (ii) the amount invested by the parent company in such
Financing Subsidiary; (iii) the balance sheet account where the investment
and the cost of the investment are booked; (iv) the form of organization
(e.g.,
corporation, limited partnership, trust, etc.) of such Financing
Subsidiary; (v) the percentage owned by the parent company; and (vi) if
any equity interests in the Financing Subsidiary are sold in a non-public
offering, the identity of the purchasers. |
8. |
Consolidated
balance sheets of AmerenUE, AmerenCIPS, CILCORP, AmerenCILCO and AERG as
of the end of the calendar quarter, which may be incorporated by reference
to filings, if any, by such companies under the Securities Act of 1933 or
Securities Exchange Act of 1934.
|
9. |
Information
on each sale or other disposition of a Non-Retainable Interest during the
calendar quarter. |
C. |
Financing
and Other Transactions by AmerenIP
(File No. 70-10220 - Authorization Period through June 30, 2007):
|
1. |
The
principal amount, type (e.g.,
commercial paper, bank notes, etc.)
and material terms (e.g.,
interest rate and maturity) of any Short-term Debt issued by AmerenIP to
lenders other than Ameren and the principal amount outstanding at the end
of the reporting period. |
2. |
The
principal amount and material terms (e.g.,
interest rate and maturity) of any short-term note issued by AmerenIP to
Ameren. |
3. |
The
notional amount and principal terms of any Interest Rate Hedge or
Anticipatory Hedge entered into by AmerenIP during the quarter and the
identity of the parties to such instruments (or the exchange in the case
of an exchange-traded futures contract) which also shall separately show
the outstanding amount of Interest Rate Hedges or Anticipatory Hedges at
the end of the reporting
period. |
4. |
With
respect to each Financing Subsidiary that has been formed, a
representation that the financial statements of AmerenIP shall account for
the Financing Subsidiary in accordance with generally accepted accounting
principles and further, with respect to each such entity, (i) the name of
the Financing Subsidiary, (ii) the amount invested by AmerenIP in such
Financing Subsidiary; and (iii) the amount and terms of any securities
issued by any Financing Subsidiary during the reporting period which shall
also separately show the outstanding balance of all securities issued by
such Financing Subsidiaries during the Authorization
Period. |
5. |
If
any Financing Subsidiaries are “Variable Interest Entities” (“VIEs”), as
that term is used in FASB Interpretation 46R, “Consolidation of Variable
Interest Entities,” a description of any financing transactions conducted
during the reporting period that were used to fund such VIEs, and, if any
financing proceeds are used for VIEs, a description of the accounting for
such transaction under FASB Interpretation 46R.
|
6. |
Amount
and description of long-term debt securities and/or shares of preferred
stock of AmerenIP or any subsidiary of AmerenIP purchased by Ameren during
the reporting period from unaffiliated third parties, the amounts
(including premiums, if any) paid for such securities, and the aggregate
amounts of such securities purchased during the Authorization
Period. |
7. |
The
consolidated balance sheet of AmerenIP as of the end of the calendar
quarter, which may be incorporated by reference to annual, quarterly and
other reports filed by AmerenIP under the Securities Act of 1933 or
Securities Exchange Act of 1934. |
1. |
A
copy of the balance sheet and income statement for Ameren and its
consolidated subsidiaries. |
2. |
The
amount and type of investment in any Special Purpose Subsidiary during the
quarter and a description of the business(es) of any such Special Purpose
Subsidiary. |
3. |
The
amounts and form of any guarantee or other form of credit support provided
by any Non-Utility Subsidiary for the benefit of any other direct or
indirect Non-Utility Subsidiary of
Ameren. |
4. |
An
organizational chart showing, as of the end of such quarterly period, all
associate companies of Ameren that identifies the type of each Non-Utility
Subsidiary (e.g.,
EWG, FUCO or ETC, Rule 58 Subsidiary, Intermediate Subsidiary, Financing
Subsidiary, Special Purpose Subsidiary) and Ameren’s percentage equity
ownership in each such Non-Utility
Subsidiary. |
5. |
A
narrative description of Development Activities during the quarter, the
dollar amount expended on Development Activities, and the type of
potential investment (e.g.,
EWG, Rule 58 Subsidiary, etc.) in respect of which such expenditures were
made. |
6. |
A
description of non-utility business activities conducted by Non-Utility
Subsidiaries (other than any Exempt Subsidiary) outside the United
States. |
7. |
A
description of the type and location of any Energy-Related Assets (or of
the equity securities of any company owning such Energy-Related Assets)
acquired or constructed during the quarter and the aggregate amount of
expenditures thereon during the quarter. |
8. |
The
notional amount, identity of counterparty, and principal terms of any
Anticipatory Hedge entered into by a Non-Utility Subsidiary during the
quarter. |
9. |
With
respect to any dividends paid by any Non-Utility Subsidiary out of capital
or unearned surplus during the quarter, the date and amount thereof and
the name of the entity to which such dividends were paid.
|
10. |
A
brief description of any internal reorganization of Non-Utility
Subsidiaries completed during the quarter and the purpose
thereof. |
AMEREN CORPORATION | ||
|
|
|
Date: February 28, 2005 | By: | /s/ Jerre E. Birdsong |
Jerre E. Birdsong | ||
Vice President and Treasurer |
AMEREN CORPORATION | ||
|
|
|
Date: February 28, 2005 | By: | /s/ Ronald K. Evans |
Ronald K. Evans | ||
Managing Associate General
Counsel Ameren Services Company 1901 Chouteau Avenue P.O. Box 66149 (M/C 1310) St. Louis, MO 63166-6149 (314) 554-2156 (314) 554-4014 (fax) |