U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

                     SEC FILE NUMBER: 1-8946 (CILCORP INC.)
                     CUSIP NUMBER:

                     SEC FILE NUMBER: 1-2732 (CENTRAL ILLINOIS LIGHT COMPANY)
                     CUSIP NUMBER:


(Check One):      Form 10-K  [X] Form 20-F  [  ] Form 11-K  [  ] Form 10-Q  [  ]
                  Form N-SAR [  ] Form N-CSR [  ]

For Period Ended:  December 31, 2002

                   [  ] Transition Report on Form 10-K
                   [  ] Transition Report on Form 20-F
                   [  ] Transition Report on Form 11-K
                   [  ] Transition Report on Form 10-Q
                   [  ] Transition Report on Form N-SAR

For the Transition Report ended:  ______________________

  Read Instruction (on back page) Before Preparing Form. Please Print or Type.

     Nothing In This Form Shall Be  Construed To Imply That The  Commission  Has
Verified Any Information Contained Herein.

     If the  notification  relates  to a portion of the  filing  checked  above,
identify the Item(s) to which the notification relates:

PART I - REGISTRANT INFORMATION

CILCORP INC. and CENTRAL ILLINOIS LIGHT COMPANY
- --------------------------------------------------------------------------------
Full Name of Registrant


- --------------------------------------------------------------------------------
Former Name if Applicable

300 Liberty Street
- --------------------------------------------------------------------------------
Address of Principal Executive Office  (Street and Number)

Peoria, Illinois 61602
- --------------------------------------------------------------------------------
City, State and Zip Code




PART II - RULES 12b-25 (b) AND (c)

     If the subject  report could not be filed  without  unreasonable  effort or
expense  and  the  registrant  seeks  relief  pursuant  to Rule  12b-25(b),  the
following should be completed. (Check box if appropriate) [X]

     (a) The reasons  described  in  reasonable  detail in Part III of this form
     could not be eliminated without reasonable effort or expense;

     (b) The subject annual report,  semi-annual  report,  transition  report on
     Form 10-K,  Form  20-F,  Form 11-K,  Form N-SAR or Form  N-CSR,  or portion
     thereof,  will be filed on or before the  fifteenth  calendar day following
     the  prescribed  due date;  or the subject  quarterly  report or transition
     report on Form  10-Q,  or  portion  thereof  will be filed on or before the
     fifth calendar day following the prescribed due date; and

     (c) The accountant's statement or other exhibit required by Rule 12b-25 has
     been attached if applicable.

PART III - NARRATIVE

State below in  reasonable  detail the reasons why the Forms 10-K,  20-F,  11-K,
10-Q, N-SAR,  N-CRS, or the transition  report or portion thereof,  could not be
filed within the prescribed time period. (Attach Extra Sheets if Needed)

As  previously  reported in the current  report on Form 8-K filed on January 31,
2003 by CILCORP Inc. ("CILCORP") and Central Illinois Light Company ("CILCO" and
together with CILCORP, the "Registrants"),  Ameren Corporation ("Ameren") issued
a press release  announcing the closing of the  acquisition of all of the issued
and outstanding common stock of CILCORP from The AES Corporation, pursuant to an
agreement dated as of April 28, 2002. As of such  acquisition,  CILCORP became a
wholly-owned  subsidiary  of Ameren.  CILCORP  is the parent  company of Peoria,
Illinois-based CILCO. CILCO became an indirect subsidiary of Ameren, but remains
a separate utility company.

The  preparation of the financial  statements of each of the Registrants was not
completed by March 31, 2003,  the required  filing date of  Registrants'  Annual
Reports on Form 10-K for the period ended  December  31,  2002,  because the new
management of each of the Registrants has not been able to complete,  within the
period of time  subsequent to the January 31, 2003  acquisition,  the process by
which it reviews the data to be included in the subject report.

Because  Ameren's  acquisition  of the  Registrants  closed in 2003,  the Ameren
consolidated  financial  statements for the periods ending on or before December
31, 2002 do not include the financial statements of the Registrants.

PART IV - OTHER INFORMATION


     (1) Name and  telephone  number  of  person  to  contact  in regard to this
notification

         Warner L. Baxter           (314) 621-3222
         --------------------       -----------------------
                (Name)              (Area Code)(Telephone Number)

     (2) Have all other Periodic  reports  required under section 13 or 15(d) of
the Securities  Exchange Act of 1934 or section 30 of the Investment Company Act
of 1940  during the  preceding  12 months or for such  shorter  period  that the
registrant  was  required to file such  report(s)  been filed?  If answer is no,
identify reports(s).

                                                          [X] Yes   [  ] No

     (3) Is it anticipated that any significant  change in results of operations
from the corresponding  period for the last fiscal year will be reflected by the
earnings statements to be included in the subject report or portion thereof?

                                       2



                                                          [X*] Yes  [  ] No

If so: attach an explanation of the  anticipated  change,  both  narratively and
quantitatively, and, if appropriate, state the reasons why a reasonable estimate
of the results cannot be made.

* Based on new  management's  review to date, it is anticipated that the results
of operations  of CILCORP for the year ended  December 31, 2001 will be restated
to correct  errors  associated  with,  among other things,  the  accounting  for
discontinued  operations of a segment of CILCORP' s business.  Correction of the
error related to  discontinued  operations is  anticipated  to reduce Net Income
from Continuing Operations for the year ended December 31, 2001 by approximately
$2.7 million and decrease  Loss from  Operations of  Discontinued  Businesses by
approximately $2.7 million,  all after income taxes. New management  anticipates
that the  results of  operations  of CILCORP  will also be  restated  to correct
certain other errors which, at this time, are expected to reduce Net Income from
Continuing  Operations,  Net Income and Comprehensive Income up to $2.0 million,
after income  taxes.  Prior to the  correction  of these  errors,  CILCORP's Net
Income from Continuing Operations, Loss from Discontinued Operations, Net Income
and  Comprehensive  Income  for the year  ended  December  31,  2001 were  $28.4
million, $4.4 million, $24.0 million and $10.4 million, respectively.

Based on new management's  review to date, it is anticipated that the results of
operations  of CILCO for the year ended  December  31,  2001 will be restated to
correct  errors  which,  at this  time,  are  expected  to reduce Net Income and
Comprehensive  Income  up to $2.0  million,  after  income  taxes.  Prior to the
correction of these  errors,  CILCO's Net Income and  Comprehensive  Income were
$12.7 million and $7.9 million, respectively.


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                                              CILCORP INC.
                                   -----------------------------------------
                                   (Name of Registrant as specified in charter)

has  caused  this  notification  to be signed on its  behalf by the  undersigned
thereunto duly authorized.

Date   April 1, 2003                 By /s/ Warner L. Baxter
       --------------                   ---------------------------
                                        Name:  Warner L. Baxter
                                        Title: Senior Vice President, Finance



                                   CENTRAL ILLINOIS LIGHT COMPANY
                                   ----------------------------------------
                                   (Name of Registrant as specified in charter)


has  caused  this  notification  to be signed on its  behalf by the  undersigned
thereunto duly authorized.

Date   April 1, 2003                 By /s/ Warner L. Baxter
       --------------                   ---------------------------
                                        Name:  Warner L. Baxter
                                        Title: Senior Vice President, Finance



INSTRUCTION: The form may be signed by an executive officer of the registrant or
by any other duly  authorized  representative.  The name and title of the person
signing  the form  shall  be typed or  printed  beneath  the  signature.  If the
statement is signed on behalf of the registrant by an authorized  representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.


                                   ATTENTION
INTENTIONAL  MISSTATEMENTS  OR OMISSIONS  OF FACT  CONSTITUTE  FEDERAL  CRIMINAL
VIOLATIONS (SEE 18 U.S.C. 1001).



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