SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
In the Matter of: QUARTERLY CERTIFICATE PURSUANT
PURSUANT TO RULE 24 UNDER THE
AMEREN CORPORATION, PUBLIC UTILITY HOLDING COMPANY
and its Subsidiaries ACT OF 1935
File Nos. 70-9877, 70-10078, 70-10106, 70-9427
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Ameren Corporation ("Ameren"), a registered holding company, on behalf of
itself and its subsidiaries, hereby files this certificate pursuant to Rule 24
reporting on transactions authorized by the Commission by orders dated October
5, 2001 (Holding Co. Act Release No. 27449), February 27, 2003 (Holding Co. Act
Release No. 27655), January 29, 2003 (Holding Co. Act Release No. 27645), and
July 23, 1999 (Holding Co. Act Release No. 27053). This certificate is filed
with respect to transactions consummated during the quarter ended December 31,
2003.
A. Financing by Ameren (File No. 70-9877):
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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.
No such sales occurred during the 4th quarter of 2003.
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: 422,791
Long Term Savings Plan 148 AmerenCIPS: 7,315
Long Term Savings Plan 702 AmerenCIPS: 10,036
Long Term Savings Plan AmerenCILCO 13,015 (estimated)
Savings Investment Plan Ameren 108,194
Long Term Incentive Plan (Restricted Common Stock) 0
Total 561,351
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.
N/A
4. The amount and terms of any Long-term Debt, Preferred Stock or other
preferred or equity-linked securities issued by Ameren, directly or
indirectly through a Financing Subsidiary, during the calendar
quarter.
No such securities were issued during the 4th quarter of 2003.
5. The amount and terms of any Short-term Debt issued directly or
indirectly by Ameren during the calendar quarter.
A. There was no commercial paper issued during the 4th quarter of
2003.
B. There were no bank loans during the 4th quarter of 2003.
Maximum indebtedness at any one time: $0.
6. A description of the amount, terms and purpose of any Guarantee
issued during the calendar quarter by Ameren and the name of the
beneficiary of such Guarantee.
Parent Subsidiary Amount Terms Purpose
------ ---------- ------ ----- -------
Ameren Corp. Ameren Energy Marketing $ 1,000,000 12/01/03-12/31/04 Credit Support
Ameren Corp. Ameren Energy Marketing $ 2,000,000 11/06/03-12/31/04 Credit Support
Ameren Corp. Ameren Energy Marketing $ 5,000,000 10/31/03-12/31/04 Credit Support
Ameren Corp. CILCORP Energy Services Inc. $ 3,000,000 11/05/03-12/31/04 Credit Support
Ameren Corp. Ameren Energy Marketing $ 1,000,000 10/21/03-12/31/04 Credit Support
Ameren Corp. Ameren Energy Marketing $ 2,000,000 10/31/03-12/31/04 Credit Support
Ameren Corp. CILCORP Energy Services Inc. $ 190,000 10/15/03-12/31/04 Credit Support
Ameren Corp. Ameren Energy Marketing $ 1,000,000 11/10/03-12/31/04 Credit Support
Ameren Corp. Ameren Energy Marketing $ 1,000,000 11/21/03-12/31/04 Credit Support
Ameren Corp. Ameren Energy Marketing $ 1,000,000 12/12/03-12/31/04 Credit Support
Ameren Corp. Ameren Energy Marketing $ 1,000,000 10/14/03-12/31/04 Credit Support
Ameren Corp. Ameren Energy Marketing $ 1,000,000 10/31/03-12/31/04 Credit Support
Ameren Corp. CILCORP Energy Services Inc. $ 3,000,000 12/12/03-12/31/04 Credit Support
Ameren Corp. Ameren Energy Marketing $ 1,500,000 10/28/03-12/31/04 Credit Support
Ameren Corp. Ameren Energy Marketing $ 1,000,000 11/13/03-12/31/04 Credit Support
Ameren Corp. Ameren Energy Fuels & Services Co. $ 0 12/31/02-12/31/03 Credit Support
Ameren Corp. Ameren Energy Fuels & Services Co. $ 5,000,000 10/21/03-12/31/04 Credit Support
Ameren Corp. Ameren Energy Marketing $ 2,000,000 10/15/03-12/31/04 Credit Support
Ameren Corp. Ameren Energy Marketing $ 0 02/20/02-12/31/03 Credit Support
7. The name and amount invested by Ameren in any Financing
Subsidiary during the calendar quarter.
N/A
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.
No such agreements were entered into during the 4th quarter of
2003.
9. Consolidated balance sheet of Ameren as of the end of the
calendar quarter.
Incorporated by reference to the Annual Report on Form 10-K for
the fiscal year ended December 31, 2003 in File No. 1-14756.
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B. Financing by CILCORP and Utility Subsidiaries (File Nos.70-10106 and
--------------------------------------------- 70-10078):
1. The type of long-term securities (e.g., common stock, long-term
debt, preferred securities, etc.) issued by CILCORP or
AmerenEnergy Resources Generating Company (AERG) f/k/a Central
Illinois Generation Inc. (CIGI) during the quarter and the amount
of consideration received.
No such securities were issued during the 4th quarter of 2003.
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.
N/A
3. The amount and terms of any Short-term Debt issued by CILCORP,
AmerenUE, AmernCIPS, AmerenCILCO or AERG (other than through the
Utility Money Pool) during the calendar quarter.
AmerenUE issued commercial paper during the 4th quarter of 2003
through A. G. Edwards, Goldman Sachs, and/or Bank One Capital
Markets, ranging up to $150.0 million, at an average interest
rate of 1.14%. No Short-Term Debt was issued by the other
identified entities during the 4th quarter of 2003 (other than
through the Utility Money Pool).
There were no bank loans during the 4th quarter of 2003.
Maximum indebtedness at any one time: $150.0 million on 12/31/03.
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.
There exists a cross default provision in the indenture relating
to CILCORP's 8.70% and 9.375% senior unsecured notes, whereby an
event of default would be triggered if there is a default in the
payment of the principal under any mortgage, indenture or
instrument under which there may be issued or by which there may
be secured or evidenced any indebtedness for borrowed money of
any significant subsidiary. Default must be for an aggregate
amount exceeding $25 million. This would apply to any outstanding
short-term or long-term AmerenCILCO indebtedness, including
funded bank loans.
5. The amount and purpose of any Guarantee issued by CILCORP.
Parent Subsidiary Amount Terms Purpose
------ ---------- ------ ----- -------
CILCORP CILCORP Energy Services, Inc. $2,000,000 01/01/03-12/31/03 Credit Support
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.
No such agreements were entered into during the 4th quarter of
2003.
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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.
N/A
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.
Incorporated by reference to the combined Annual Report on Form
10-K for the fiscal year ended December 31, 2003 to be filed by
the following companies: AmerenUE in File No. 1-2967, AmerenCIPS
in File No. 1-3672, CILCORP in File No. 2-95569, and AmerenCILCO
in File No. 1-2732. AERG did not become operational until October
3, 2003 when AmerenCILCO's generating assets were transferred to
it. Consequently, AERG's balance sheet as of December 31, 2003 is
not being provided with this report.
C. Money Pole Transactions (File No. 70-10106):
-----------------------
1. The maximum outstanding amount of all borrowings from and loans
to the Utility Money Pool by each Utility Money Pool participant
during the quarter, and the rate or range of rates charged on
Utility Money Pool borrowings and paid on Utility Money Pool
investments during the quarter.
Maximum contribution/investment for AmerenUE - $22.7 million
Maximum contribution/investment for AmerenCIPS - $16.8 million
Maximum contribution/investment for AmerenCILCO - $0.0
Maximum contribution/investment for Ameren Corporation - $468.1 million
Maximum borrowing for Ameren Services - $61.2 million
Maximum borrowing for AmerenUE - $266.9 million
Maximum borrowing for AmerenCIPS - $121.5 million
Maximum borrowing for AmerenCILCO - $230.2 million
Average interest rate for the Utility Money Pool for the quarter: 1.02%
2. The maximum outstanding amount of all borrowings from and loans
to the Non-Regulated Subsidiary Money Pool by each Non-Regulated
Subsidiary Money Pool participant during the quarter, and the
rate or range of rates charged on Non-Regulated Subsidiary Money
Pool borrowings and paid on Non-Regulated Subsidiary Money Pool
investments during the quarter.
Maximum contribution/investment for Ameren Corporation - $328.2 million
Maximum contribution/investment for Ameren Energy Fuels & Services - $1.0 million
Maximum contribution/investment for Ameren Energy Marketing - $42.6 million
Maximum contribution/investment for CILCORP Energy Services - $3.7 million
Maximum contribution/investment for CIPSCO Investment Co. - $1.5 million
Maximum contribution/investment for Union Electric Development - $0.2 million
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Maximum borrowing for Ameren Energy Fuels and Services - $34.9 million
Maximum borrowing for Ameren Development - $1.5 million
Maximum borrowing for Ameren Energy Communications - $30.0 million
Maximum borrowing for Ameren Energy Development - $27.0 million
Maximum borrowing for Ameren Energy Generating - $211.1 million
Maximum borrowing for Ameren Energy Resources - $5.9 million
Maximum borrowing for Ameren Energy - $11.5 million
Maximum borrowing for CIPSCO Investment Co. - $5.4 million
Maximum borrowing for Ameren ERC - $16.8 million
Maximum borrowing for Illinois Materials Supply - $4.3 million
Maximum borrowing for Ameren Energy Marketing - $31.6 million
Maximum borrowing for Union Electric Development - $3.1 million
Maximum borrowing for AERG - $18.2 million
Maximum borrowing for Medina Valley - $37.1 million
Average interest rate for the Non-Regulated Subsidiary Money Pool for the quarter: 8.8%
D. Other Transactions Involving Ameren's Nonutility Subsidiaries
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(File No. 70-9427):
1. Balance Sheet and Income Statement for each Intermediate Subsidiary for the
three, six or nine month period ended.
No financial statements are required for the fourth quarter filing.
2. Information concerning the nature and extent of services provided by any
Nonutility Subsidiary that is authorized or permitted under the Act to sell
goods and services during the quarter, identifying the associate company to
which such services are sold, the service and the charge, and stating
whether the charge was computed at cost, market or by another method (as
specified herein).
To be filed confidentially under Rule 104.
3. Information concerning the completion of any reorganization of Ameren's
ownership in Intermediate Subsidiaries and/or Nonutility Subsidiaries,
including the identity of the companies involved and their line of business
and corporate structure both before and after the reorganization.
N/A
The undersigned registered holding company has duly caused this quarterly
report to be signed on its behalf by the undersigned officer thereunto duly
authorized pursuant to the requirements of the Public Utility Holding Company
Act of 1935.
Ameren Corporation
By /s/ Jerre E. Birdsong Date: February 25, 2004
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Jerre E. Birdsong
Vice President and Treasurer
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