Exhibit 10.7

                   2004 Ameren Executive Incentive Plan (EIP)
                               Ameren Corporation

                                  Officer Level


The Ameren Executive Incentive Plan (EIP) is intended to reward contributions to
Ameren's shareholder value.

PLAN  PARTICIPATION
All applicable members of the Ameren Leadership Team are eligible to participate
in the EIP.

PLAN FUNDING
Plan funding is the total amount of incentive money available to award. The plan
is funded based on the  achievement of Ameren  Corporation's  earnings per share
(EPS) for the plan year  (achievement  levels may be adjusted to reflect refunds
and rate changes under regulatory sharing plans or other extraordinary  one-time
events).  Three  levels  of  EPS  achievement  will  be  established  to  reward
participants for progress  achieved in overall EPS  performance.  Achievement of
EPS falling  between the  established  levels  will be  interpolated.  The three
levels are defined as:

1.   Threshold: This is the minimum level of corporate financial achievement for
     incentive awards to be available.  Since the payment of incentives reflects
     a large cost to the organization,  Ameren must achieve this level of EPS to
     justify the payment in respect to our owners, the shareholders.

2.   Target: This is Ameren's targeted level of financial  achievement.  This is
     the level our shareholders and Wall Street expect Ameren to achieve.

3.   Maximum:  This  level  shares  higher  rewards  in years of high  financial
     success.  This level will be very  difficult  to  achieve,  but in years of
     outstanding performance, executives will share in Ameren's success.

BONUS AWARD OPPORTUNITIES
Annual  bonus  award  opportunity  percentages  are set by the  Human  Resources
Committee of the Board of Directors.

PERFORMANCE COMPONENT WEIGHTINGS
There are two performance components (or measures) of the plan: EPS and Business
Line  KPIs/Individual.  The  performance  components  are the  measures  used to
determine  a bonus  award  pay-out.  Each  component  is  weighted.  This weight
indicates  how  much  of the  available  funding  will  be  available  for  each
component.

The weightings for the 2004 plan are:
                             EPS                                         50%
                             Business Line KPIs/Individual               50%


                               [GRAPHIC OMITTED]

     EPS:  This  component  is the  corporate  level  of  measurement;  Ameren's
     earnings per share achievement.  Fifty percent of the available bonus funds
     will be available for payment to each executive based on corporate success.

     Business  Line/Individual:  Each executive will have 50% of their available
     bonus  determined  by the success of their  individual  contributions.  The
     success of their respective  business line or function's  compensation KPIs
     will be used as the basis of the assessment.

PLAN PAYMENT

Awards will be paid by 3/15/2005.  The bonus award  percentage  will be based on
each  executive's  base salary as of  12/31/2004.  Payment  will be prorated for
participants  who become  eligible after  1/1/2004 or who retire,  die or become
disabled  during  2004.  The salary  basis for those who  retire,  die or become
disabled will be as of the date of retirement,  death or  disability.  The Human
Resources  Committee of the Board of Directors  will approve the final amount of
payment upon recommendation of the CEO of Ameren Corporation.