EXHIBIT 12.2

Combined Ameren Illinois Company

Pro Forma Ratio of Earnings to Combined Fixed Charges and Preferred Dividends

For the Year Ended December 31, 2009
(Thousands of Dollars, Except Ratios)

	Pro Forma
	Combined Ameren Illinois Company		Combined Ameren Illinois Company, Net(1)
Net income from continuing operations	$	243,744	$	136,022
Add- Taxes based on income	139,885		79,706
Net income before income taxes	383,629		215,728
Add- fixed charges:
Interest on short-term and long-term debt(2)	161,395		145,229
Estimated interest cost within rental expense	3,797		3,671
Amortization of net debt premium, discount, and expenses	6,317		5,958
Total fixed charges	171,509		154,858
Earnings available for fixed charges	555,138		370,586
Ratio of earnings to fixed charges	3.23		2.39
Earnings required for combined fixed charges and preferred stock dividends:
Preferred stock dividends	4,336		4,336
Adjustment to pretax basis	2,600		2,600
	6,936		6,936
Combined fixed charges and preferred stock dividend requirements	$	178,445	$	161,794
Ratio of earnings to combined fixed charges and preferred stock dividend requirements	3.11		2.29

(1)This column reflects the removal of AERG’s net assets as a result of the AERG distribution that will occur subsequent to the merger, subject to the receipt of a favorable ruling from the IRS.

(2)Includes FIN 48 interest expense