8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): December 9, 2011

THE AES CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	1-12291	54-1163725
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)
4300 Wilson Boulevard, Suite 1100, Arlington, Virginia		22203
(Address of principal executive offices)		(zip code)

Registrant’s telephone number, including area code: (703) 522-1315

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Election of Directors

On December 9, 2011, the Board of Directors (the “Board”) of The AES Corporation (the “Company”) elected Zhang Guobao to the Board, with his term as a director on the Board commencing on such date. Mr. Zhang was nominated to the Board by Terrific Investment Corporation (“Investor”), a wholly-owned subsidiary of China Investment Corporation, pursuant to that certain Stockholder Agreement between the Company and Investor dated March 12, 2010. Under the terms of the Stockholder Agreement and subject to certain conditions set forth therein, Investor had the right to nominate one director to the Board.

Mr. Zhang will participate in the non-employee director compensation arrangements described in the Company’s 2011 annual proxy statement filed with the Securities and Exchange Commission on March 3, 2011 (the “Director Compensation Program”), except that he will only be eligible to receive non-employee director awards in the form of deferred stock units in order to ensure compliance with certain laws and regulations. For the 2011-2012 Board year, Mr. Zhang will receive pro rata compensation based on days served. Consistent with the Director Compensation Program, Mr. Zhang will receive an initial grant consisting of deferred stock units valued at $40,000.

On December 9, 2011, the Company issued a press release announcing the election of Mr. Zhang. The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.	Description
99.1	Press release, dated December 9, 2011

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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 hereunto duly authorized.

THE AES CORPORATION
(Registrant)
By:	/s/ Brian A. Miller
	Name: Brian A. Miller
	Title:   Executive Vice President, General Counsel and Secretary

Date: December 9, 2011

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release, dated December 9, 2011

EX-99.1

Exhibit 99.1

Media Contact: Rich Bulger 703 682 6318

Investor Contact: Ahmed Pasha 703 682 6451

AES Board of Directors Appoints Zhang Guobao to Board

ARLINGTON, Va., December 9, 2011 – The AES Corporation (NYSE: AES) announced today that Mr. Zhang Guobao has been appointed to the AES Board of Directors, effective December 9, 2011.

“Mr. Zhang brings to the AES Board substantial government and electricity industry experience both in China and internationally,” said Philip Odeen, Chairman of the Board of AES. “We believe Mr. Zhang will provide a valuable perspective to our Board.”

Mr. Zhang was nominated to the AES Board by a subsidiary of China Investment Corporation pursuant to a shareholders agreement with AES. He is Vice-Chairman of the Chinese National Development and Reform Commission and recently held the position of Administrator (Minister-Level) of the Chinese National Energy Administration. Mr. Zhang received his Mechanical Engineering Master Degree from Xi’an Jiaotong University.

About AES

The AES Corporation (NYSE: AES) is a Fortune 200 global power company with generation and distribution businesses. Through our diverse portfolio of thermal and renewable fuel sources, we provide affordable and sustainable energy to 27 countries. Our workforce of approximately 28,000 people is committed to operational excellence and meeting the world’s changing power needs. Our 2010 revenues were $16 billion and we own and manage $41 billion in total assets. To learn more, please visit www.aes.com.

Safe Harbor Disclosure

This news release contains forward-looking statements within the meaning of the Securities Act of 1933 and of the Securities Exchange Act of 1934. Such forward-looking statements include, but are not limited to, those related to future earnings, growth and financial and operating performance. Forward-looking statements are not intended to be a guarantee of future results, but instead constitute AES’ current expectations based on reasonable assumptions. Forecasted financial information is based on certain material assumptions. These assumptions include, but are not limited to, our accurate projections of future interest rates, commodity price and foreign currency pricing, continued normal levels of operating performance and electricity volume at our distribution companies and operational performance at our generation businesses consistent with historical levels, as well as achievements of planned productivity improvements and incremental growth

investments at normalized investment levels and rates of return consistent with prior experience.

Actual results could differ materially from those projected in our forward-looking statements due to risks, uncertainties and other factors. Important factors that could affect actual results are discussed in AES’ filings with the Securities and Exchange Commission, including, but not limited to, the risks discussed under Item 1A “Risk Factors” in AES’ 2010 Annual Report on Form 10-K. Readers are encouraged to read AES’ filings to learn more about the risk factors associated with AES’ business. AES undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Any Stockholder who desires a copy of the Company’s 2010 Annual Report on Form 10-K dated on or about February 25, 2011 with the SEC may obtain a copy (excluding Exhibits) without charge by addressing a request to the Office of the Corporate Secretary, The AES Corporation, 4300 Wilson Boulevard, Arlington, Virginia 22203. Exhibits also may be requested, but a charge equal to the reproduction cost thereof will be made. A copy of the Form 10-K may be obtained by visiting the Company’s website at www.aes.