-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KFyi+o3tURVW7Y2gtgjkkBJQIc4egZVQIFDj/3QR1z55zYLj1TFPxEL7aiMTYfXi wwz3sPJ7/xIDxopaTBkYrQ== 0000100826-98-000005.txt : 19980121 0000100826-98-000005.hdr.sgml : 19980121 ACCESSION NUMBER: 0000100826-98-000005 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19980120 ITEM INFORMATION: FILED AS OF DATE: 19980120 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNION ELECTRIC CO CENTRAL INDEX KEY: 0000100826 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 430559760 STATE OF INCORPORATION: MO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-02967 FILM NUMBER: 98508899 BUSINESS ADDRESS: STREET 1: 1901 CHOUTEAU AVENUE CITY: ST LOUIS STATE: MO ZIP: 63103 BUSINESS PHONE: 3146213222 MAIL ADDRESS: STREET 1: 1901 CHOUTEAU AVENUE CITY: ST LOUIS STATE: MO ZIP: 63103 8-K 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 20, 1998 UNION ELECTRIC COMPANY (Exact name of registrant as specified in its charter) Missouri 1-2967 43-0559760 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 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 ITEM 5. Other Events -------------- Reference is made to Management's Discussion and Analysis under the captions "Electric Industry Restructuring" and "Contingencies" in Exhibit 99-2 of Form 8-K dated December 31, 1997, as amended by Form 8-K/A dated January 12, 1998, and to Form 8-K dated December 16, 1997 filed by the Registrant with the Securities and Exchange Commission for discussion of the potential impact to the Registrant of the Electric Service Customer Choice and Rate Relief Law of 1997, which provides for utility restructuring in Illinois. In December 1997, the governor of Illinois signed electric industry restructuring legislation which introduces competition for electric energy in Illinois. The law includes a 5% rate decrease for Illinois electric residential customers, beginning in August 1998. If the Registrant does not keep its rates below the Midwest average, the Registrant would then be subject to additional rate decreases in the years 2000 and 2002. The new law also includes the phasing-in of retail direct access, which allows customers to choose their electric generation supplier; the potential recovery of a portion of a utility's stranded costs; and the option to eliminate the fuel adjustment clause, among other provisions. After evaluating the impact of the new law, the Registrant has determined that it will be necessary to write-off the generation-related regulatory assets and regulatory liabilities of its Illinois business in the fourth quarter of 1997. The Registrant expects this extraordinary charge to reduce earnings approximately $27 million, net of income taxes. On January 20, 1998, Ameren Corporation ("Ameren"), the parent corporation of the Registrant, issued a news release stating, among other things, that Ameren's 1998 earnings would be lower than expected 1997 earnings, after excluding the effects of the extraordinary charge discussed above. A copy of Ameren's January 20, 1998 news release has been filed with the Securities and Exchange Commission as Exhibit 99 to a Form 8-K of Ameren dated January 20, 1998, and the contents of such news release are incorporated herein by reference. The lower 1998 earnings expected of Ameren result from lower expected earnings at Ameren's principal operating subsidiaries, which consist of the Registrant and Central Illinois Public Service Company ("CIPS"). However, the specific impact on Ameren's expected 1998 earnings attributable to the Registrant, as opposed to CIPS, has not been fully determined at this time. Statements made in this filing which are not based on historical facts, are forward-looking and, accordingly, involve risks and uncertainties that could cause actual results to differ materially from those discussed. Although such forward-looking statements have been made in good faith and are based on reasonable assumptions, there is no assurance that the expected results will be achieved. These statements include (without limitation) statements as to future expectations, beliefs, plans, strategies, objectives, events, conditions, and financial performance. In connection with "Safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, the Registrant is providing this cautionary statement to identify important factors that could cause actual results to differ materially from those anticipated. Factors include, but are not limited to, the effects of regulatory actions; changes in laws and other governmental actions; competition; future market prices for electricity; average rates for electricity in the Midwest; business and economic conditions; weather conditions; fuel prices and availability; generation plant performance; monetary and fiscal policies; and legal and administrative proceedings. - 2 - SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. UNION ELECTRIC COMPANY (Registrant) By /s/ James C. Thompson -------------------------- James C. Thompson Secretary Date: January 20, 1998 - 3 - -----END PRIVACY-ENHANCED MESSAGE-----