ameren8k02132009.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date of
report (Date of earliest event reported):
(Exact
name of registrant as specified in its charter)
Missouri
|
1-14756
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43-1723446
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(State
or other jurisdiction
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(Commission
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(I.R.S.
Employer
|
of
incorporation)
|
File
Number)
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Identification
No.)
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1901
Chouteau Avenue, St. Louis, Missouri 63103
(Address
of principal executive offices and Zip Code)
Registrant’s
telephone number, including area code: (314) 621-3222
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
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Item
2.02
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Results
of Operations and Financial
Condition.
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On
February 13, 2009, Ameren Corporation (“Ameren”) issued a press release
announcing its earnings for the fourth quarter and fiscal year ended
December 31, 2008 and providing 2009 earnings guidance. The
press release is attached as Exhibit 99.1 and is incorporated herein by
reference. The information furnished pursuant to this Item 2.02,
including Exhibit 99.1, shall not be deemed “filed” for purposes of
Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or
otherwise subject to the liabilities under that Section and shall not be deemed
to be incorporated by reference into any filing of Ameren under the Securities
Act of 1933 (the “Securities Act”) or the Exchange Act.
On
February 13, 2009, Ameren’s board of directors declared a quarterly common stock
dividend of 38.5 cents per share payable on March 31, 2009, to shareholders of
record on March 11, 2009. This quarterly common stock dividend
amount is a 39% reduction from the previous quarterly dividend
level. The amount and timing of dividends payable on Ameren’s common
stock are within the sole discretion of Ameren’s board of
directors.
In its
press release dated February 13, 2009, Ameren disclosed the following
unaudited consolidated financial statements: Statement of Income for
the three months and twelve months ended December 31, 2008 and
December 31, 2007, Statement of Cash Flows for the twelve months ended
December 31, 2008 and December 31, 2007 and Balance Sheet at
December 31, 2008 and December 31, 2007. The foregoing
consolidated financial statements are attached as Exhibit 99.3 and Ameren
hereby incorporates such consolidated financial statements into this
Item 8.01 of this Current Report on Form 8-K.
Item
9.01
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Financial
Statements and Exhibits.
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(d) Exhibits
Exhibit
Number:
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Title:
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99.1*
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Press
release regarding earnings for the year and quarter ended
December 31,
2008 and providing 2009 earnings guidance, issued on
February 13,
2009 by Ameren Corporation.
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99.2*
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Ameren
Corporation’s unaudited consolidated Statement of Income for
the
three months and twelve months ended December 31, 2008 and
December 31,
2007, Statement of Cash Flows for the twelve months
ended
December 31, 2008 and December 31, 2007
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__________________________
*
Exhibits 99.1 and 99.2 are intended to be deemed furnished rather than
filed pursuant to General Instruction B.2 of Form 8-K.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, Ameren has duly
caused this report to be signed on its behalf by the undersigned thereunto duly
authorized.
AMEREN CORPORATION
(Registrant)
Martin J.
Lyons
Senior
Vice President and Chief Accounting Officer
(Principal
Accounting Officer)
Date: February
13, 2009
Exhibit
Index
Exhibit
Number: |
Title:
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99.1*
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Press
release regarding earnings for the year and quarter ended
December 31,
2008 and providing 2009 earnings guidance, issued on
February 13,
2009 by Ameren Corporation.
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99.2*
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Ameren
Corporation’s unaudited consolidated Statement of Income for
the
three months and twelve months ended December 31, 2008 and
December 31,
2007, Statement of Cash Flows for the twelve months
ended
December 31, 2008 and December 31, 2007 and Balance
Sheet
at
December 31, 2008 and December 31,
2007.
|
_________________________
* Exhibits 99.1 and 99.2 are
intended to be deemed furnished rather than filed pursuant to General
Instruction B.2 of Form 8-K.