UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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):
                               September 24, 1998





                     CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
             (Exact name of registrant as specified in its charter)




          Illinois                    1-3672                     37-0211380
(State or other jurisdiction       (Commission                (I.R.S. Employer
     of incorporation)              File Number)             Identification No.)





               607 East Adams Street, Springfield, Illinois 62739
              (Address of principal executive offices and Zip Code)






       Registrant's telephone number, including area code: (217) 523-3600





ITEM 5.   OTHER EVENTS

In March 1998, Ameren Corporation, the parent company of Central Illinois Public
Service  Company  (the  Registrant),  announced  plans to reduce  its  operating
expenses,  including plans to eliminate  approximately 400 employee positions by
mid-1999 through a hiring freeze and a targeted separation plan (the Plan). (See
the  Registrant's  Form 10-Q for the quarterly  period ended March 31, 1998.) In
July 1998, Ameren  Corporation  offered  separation  packages to employees whose
positions are to be  eliminated.  In the third quarter of 1998,  the  Registrant
will  record  a  one-time  charge of  $7 million (which will  reduce earnings $4
million) represening its share of costs incurred to implement the Plan.

The Registrant expects that the hiring freeze and targeted  separation plan will
reduce its operating expenses by approximately $4 million in 1998 and $7 million
annually thereafter.

In July 1997,  the United States  Environmental  Protection  Agency (EPA) issued
final regulations  revising the National Ambient Air Quality Standards for ozone
and particulate  matter. At that time,  specific  emission control  requirements
were still  being  developed.  In  September  1998,  the EPA issued a final rule
pertaining  to  nitrogen  oxide  emissions,   which  will  require   significant
additional reductions in emissions from coal-fired boilers.  Illinois (where all
of the  Registrant's  coal-fired power plant boilers are located) is included in
the area targeted for nitrogen oxide  emissions  reductions as part of the EPA's
regional  control  program.  Reduction  requirements in nitrogen oxide emissions
from the Registrant's coal-fired boilers will exceed 75% from 1990 levels by the
year  2003.  Because  of the  magnitude  of  these  additional  reductions,  the
Registrant will be required to incur significantly  higher capital costs to meet
future compliance  obligations for its coal-fired boilers or purchase power from
other  sources,  either  of which  could  have  significantly  higher  operating
expenses  associated with compliance.  The significant  nitrogen oxide emissions
reductions  already  achieved on several of the  Registrant's  coal-fired  power
plants will help to reduce the costs of compliance with this regulation.

It is not yet possible to determine  the exact  magnitude of the nitrogen  oxide
emission reductions required on the Registrant's power plants because each State
has up to one year to  develop  a plan to  comply  with the EPA  rule.  However,
preliminary  analysis  of the  regulations  indicate  that  selective  catalytic
reduction  technology  will be required for some of the  Registrant's  units, as
well as other additional controls.

The full  details  of these  requirements  are  under  study by the  Registrant.
Currently,  the Registrant estimates that its additional capital expenditures to
comply with these regulations could range from $125-$175 million over the period
from 1999 to 2002.  Associated  operations and  maintenance  expenditures  could
increase $5-$8 million annually,  beginning in 2003. The Registrant will explore
alternatives to comply with these new  regulations in order to minimize,  to the
extent  possible,  its capital costs and operating  expenses.  At this time, the
Registrant is unable to predict the ultimate impact of these revised air quality
standards on its future financial condition, results of operations or liquidity.

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;  changes in future technologies;  business
and  economic  conditions;  weather  conditions;  fuel prices and  availability;
generation  plant  performance;  monetary  and  fiscal  policies;  and legal and
administrative proceedings.





                                    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.

                                       CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
                                                     (Registrant)


                                              By     /s/ Warner L. Baxter
                                                  -------------------------
                                                      Warner L. Baxter
                                                          Controller


Date:  October 8, 1998