SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
In the Matter of:
AMEREN CORPORATION, QUARTERLY CERTIFICATE
and its Subsidiaries PURSUANT TO RULE 24 UNDER THE
PUBLIC UTILITY HOLDING COMPANY
ACT OF 1935
File Nos. 70-9877, 70-10078, 70-10106, 70-9427, 70-9423 and
70-9133
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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), July
23, 1999 (Holding Co. Act Release No. 27053), March 22, 1999 (Holding Co. Act
Release No. 26993), and March 13, 1998 (Holding Co. Act Release No. 26841). This
certificate is filed with respect to transactions consummated during the quarter
ended March 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.
During the 1st quarter of 2003, Ameren issued an aggregate of 6.325
million shares (5.5 million base shares on January 21, 2003 and
825,000 shares on February 14, 2003 pursuant to the exercise of an
option granted to the underwriters) of Common Stock at $40.50 per
share.
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: 490,495
Long Term Savings Plan 148: 4,928
Long Term Savings Plan 702: 6,118
Savings Investment Plan 250,760
Long Term Incentive Plan (Restricted Common Stock) 126,505
Total 878,806
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 1st 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 1st quarter of
2003.
B. There were no bank loans for the 1st 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 $ 2,000,000 02/06/03-12/31/03 Credit Support
Ameren Corp Ameren Energy Marketing $ 5,000,000 03/31/03-12/31/04 Credit Support
Ameren Corp. Ameren Energy Marketing $ 5,000,000 03/12/03-12/31/03 Credit Support
Ameren Corp. Ameren Energy Marketing $ 3,000,000 01/16/03-12/31/03 Credit Support
Ameren Corp. Ameren Energy Marketing $ 600,000 03/24/03-12/31/03 Credit Support
Ameren Corp. Ameren Energy Marketing $ 20,000,000 01/02/03- Credit Support
Ameren Corp. Ameren Energy Marketing $ 5,000,000 01/27/03-12/31/03 Credit Support
Ameren Corp. Ameren Energy Marketing $ 1,000,000 02/20/03-12/31/03 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 1st quarter of 2003.
9. Consolidated balance sheet of Ameren as of the end of the calendar
quarter.
Incorporated by reference to Quarterly Report on Form 10-Q for the
quarterly period ended March 31, 2003 in File No. 1-4756.
B. Financing by CILCORP and Utility Subsidiaries (File Nos. 70-10106, 70-10078
---------------------------------------------
and 70-9133):
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 1st 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
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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 1st quarter of 2003
through A. G. Edwards, Goldman Sachs, and/or Bank One Capital Markets,
ranging up to $314.5 million, at an average interest rate of 1.3%. No
Short-Term Debt was issued by the other identified entities during the
1st quarter of 2003 (other than through the Utility Money Pool).
There were no bank loans for the 1st quarter of 2003.
Maximum indebtedness at any one time: $314.5 million from 01/13/03 to
01/15/03.
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, Inc. CILCORP Energy Services, Inc. $ 2,000,000 01/01/03-12/31/03 Credit Support
Beneficiaries - Tenaska Marketing Ventures, Tenaska Marketing Canada, Tenaska Gas Storage, LLC
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 1st 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 Quarterly Reports on Form 10-Q for
the quarterly period ended March 31, 2003 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
will not become operational until AmerenCILCO's generating assets are
transferred to it which is currently scheduled to occur later in 2003.
Consequently, AERG's balance sheet is not being provided with this
report.
C. Money Pool Transactions (File Nos. 70-10106 and 70-9423):
-----------------------
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 AmerenCIPS - $66.4 million
Maximum contribution/investment for AmerenUE - $0.0
Maximum contribution/investment for Ameren Corporation - $378.8
million
Maximum borrowing for Ameren Services - $127.1 million
Maximum borrowing for AmerenUE - $371.9 million
Maximum borrowing for AmerenCIPS - $0.0
AmerenCILCO's participation in the Utility Money Pool is subject to
receipt of the Illinois Commerce Commission's approval which is
currently pending.
Average interest rate for the Utility Money Pool for the quarter: 1.3%
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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 Energy Marketing - $18.2
million
Maximum contribution/investment for Union Electric Development - $1.1
million
Maximum contribution/investment for Ameren Corporation - $342.2
million
Maximum borrowing for Ameren Energy Fuels and Services - $28.8 million
Maximum borrowing for Ameren Development - $1.6 million
Maximum borrowing for Ameren Energy Communications - $29.0 million
Maximum borrowing for Ameren Energy Development - $28.5 million
Maximum borrowing for Ameren Energy Generating - $231.1 million
Maximum borrowing for Ameren Energy Resources - $36.2 million
Maximum borrowing for Ameren Energy] - $10.3 million
Maximum borrowing for CIPSCO Investment Co. - $6.6 million
Maximum borrowing for Ameren ERC - $15.7 million
Maximum borrowing for Illinois Materials Supply - $4.7 million
Maximum borrowing for Ameren Energy Marketing - $17.2 million
Maximum borrowing for Union Electric Development - $.4 million
Maximum borrowing for Ameren Services - $.7 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.
To be filed confidentially under Rule 104.
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
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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: May 30, 2003
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Jerre E. Birdsong
Vice President and Treasurer
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