File No.__________________





                       SECURITIES AND EXCHANGE COMMISSION

                                Washington, D.C.

                                    FORM U-57

                              AMENDED AND RESTATED

                 NOTIFICATION OF FOREIGN UTILITY COMPANY STATUS

                        Filed Under Section 33(a) of the
             Public Utility Holding Company Act of 1935, as amended

                        TERNEUZEN OPERATING COMPANY B.V.
                       -----------------------------------

                        (Name of foreign utility company)


                               The AES Corporation
                               1001 N. 19th Street
                                   Suite 2000
                            Arlington, Virginia 22209

                       -----------------------------------

                   (Name of filing company, if filed on behalf
                          of a foreign utility company)


     The Commission is requested to mail copies of all  correspondence  relating
to this Notification to:

                  William R. Luraschi, Esq.
                  The AES Corporation
                  1001 N. 19th Street
                  Suite 2000
                  Arlington, Virginia  22209

                  Lynn N. Hargis
                  Chadbourne & Parke LLP
                  1200 New Hampshire Avenue, N.W.
                  Suite 300
                  Washington, D.C.  20036



     This  notification  amends  and  restates,  in  its  entirety,  an  earlier
notification filed on February 23, 1996, by Destec Energy,  Inc. with respect to
Terneuzen Operating Company B.V.

Item 1

     The  name of the  entity  claiming  foreign  utility  status  is  Terneuzen
Operating Company B.V., a Netherlands private limited liability company ("TOC"),
the  business  address  of which is Herbert  Dowweg 5,  "Postbus  161",  c/o O&M
Superintendent,  NL-4542 NM Hoek,  Netherlands.  TOC will operate,  on behalf of
Elsta B.V. & Co., C.V., a Netherlands limited partnership,  a facility that will
generate and transmit/distribute electric energy to be sold to Dow Benelux N.V.,
a  Netherlands  subsidiary  ("Dow") of The Dow  Chemical  Company.  Any electric
energy not sold to Dow will be sold at wholesale to two Dutch corporations, N.V.
Delta  Nutsbedrijven  ("Deltan")  and N.V.  Provinciale  Noordbrabantse  Energie
Maatschappij  ("PNEM"). Set forth below is a description of the facilities to be
operated by TOC for the generation,  transmission,  and distribution of electric
energy for sale:

     TOC will operate a cogeneration  facility (the "Facility")  located next to
     Dow's chemical manufacturing site in Terneuzen,  Netherlands.  The Facility
     shall have a nominal 405  megawatts of electric  capacity.  The  Facility's
     design consists of three high efficiency combustion turbine generators with
     a nominal  power output of 126  megawatts  each.  Each  combustion  turbine
     exhausts   through  a  heat   recovery   boiler  to  supply  steam  for  an
     extraction/induction  full condensing  steam  turbine-generator  capable of
     producing  an  additional  nominal 90 megawatts  of  electrical  energy and
     providing a minimum of 350 metric  tons/hour of steam.  The  Facility  will
     also include an associated 50 kV transmission line and related substation.

     All of the voting stock of TOC is owned by AES Global Power  Holdings  B.V.
("AES-GPH"),  a Netherlands private limited liability company. All of the voting
stock of AES-GPH is owned by The AES Corporation, a Delaware corporation.

Item 2

     None of the  companies  referenced  in Item 1 has  any  domestic  associate
public utility companies.

     No state commission certification is required under Section 33(a)(2) of the
Act in connection with this transaction.

                                   SIGNATURE

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




                               By: /s/ WILLIAM R. LURASCHI
                                   -------------------
                                   William R. Luraschi
                                   General Counsel
                                   The AES Corporation
                                   1001 N. 19th Street
                                   Arlington, Virginia  22209
                                   (703) 522-1315


Dated:     October 24, 1997