Ameren Corp S-3ASR, filed Oct 14, 2020

Ameren Corp (AEE)

S-3ASR 2020-10-14

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Title of each class of securities to be registered	Proposed maximum aggregate offering price(1)	Amount of registration fee
Ameren Corporation:
Senior Debt Securities
Subordinated Debt Securities
Common Stock, $.01 par value
Preferred Stock
Stock Purchase Contracts
Stock Purchase Units
Union Electric Company:
Senior Secured Debt Securities
First Mortgage Bonds
Senior Unsecured Debt Securities
Preferred Stock
Ameren Illinois Company:
Senior Secured Debt Securities
First Mortgage Bonds
Senior Unsecured Debt Securities
Preferred Stock
Total		(2)

	Page
About this Prospectus		1
Ameren Corporation		1
Risk Factors		2
Where You Can Find More Information		2
Use of Proceeds		3
Description of Debt Securities		3
Description of Common Stock		12
Description of Preferred Stock		13
Description of Stock Purchase Contracts and Stock Purchase Units		15
Book-Entry System		16
Selling Securityholders		18
Plan of Distribution		18
Legal Matters		19
Experts		19

	Page
About this Prospectus		1
Union Electric Company		1
Risk Factors		1
Where You Can Find More Information		1
Use of Proceeds		3
Description of Senior Secured Debt Securities		3
Description of First Mortgage Bonds and Mortgage Indenture		14
Description of Senior Unsecured Debt Securities		30
Description of Preferred Stock		37
Book-Entry System		40
Selling Securityholders		42
Plan of Distribution		42
Legal Matters		43
Experts		43

	Page
About this Prospectus		1
Ameren Illinois Company		1
Risk Factors		1
Where You Can Find More Information		1
Use of Proceeds		2
Description of Senior Secured Debt Securities		3
Description of First Mortgage Bonds and Mortgage Indenture		14
Description of Senior Unsecured Debt Securities		28
Description of Preferred Stock		34
Book-Entry System		38
Selling Securityholders		40
Plan of Distribution		40
Legal Matters		41
Experts		42

Securities and Exchange Commission registration fee	$	*
Printing expenses		**
Fees of trustees		**
Fees of rating agencies		**
Fees of accountants		**
Fees of attorneys		**
Blue sky fees		**
Stock exchange listing fees		**
Miscellaneous expenses		**
Total	$	**

Exhibit No.			Description
+1.1			Form of Underwriting Agreement relating to Ameren senior debt securities.
+1.2			Form of Underwriting Agreement relating to Ameren subordinated debt securities.
+1.3			Form of Underwriting Agreement relating to Ameren common stock.
+1.4			Form of Underwriting Agreement relating to Ameren preferred stock.
+1.5			Form of Underwriting Agreement relating to Ameren stock purchase units.
+1.6			Form of Underwriting Agreement relating to Ameren Missouri senior secured debt securities.
+1.7			Form of Underwriting Agreement relating to Ameren Missouri first mortgage bonds.
+1.8			Form of Underwriting Agreement relating to Ameren Missouri senior unsecured debt securities.
+1.9			Form of Underwriting Agreement relating to Ameren Missouri preferred stock.
+1.10			Form of Underwriting Agreement relating to Ameren Illinois senior secured debt securities.
+1.11			Form of Underwriting Agreement relating to Ameren Illinois first mortgage bonds.
+1.12			Form of Underwriting Agreement relating to Ameren Illinois senior unsecured debt securities.
+1.13			Form of Underwriting Agreement relating to Ameren Illinois preferred stock.
**4.1			Restated Articles of Incorporation of Ameren (Annex F to Part I of the Registration Statement on Form S-4, File No. 33-64165).
**4.2			Certificate of Amendment to Ameren’s Restated Articles of Incorporation filed December 14, 1998 (1998 Form 10-K, Exhibit 3(i), File No. 1-14756).
**4.3			Certificate of Amendment to Ameren’s Restated Articles of Incorporation filed April 21, 2011 (April 21, 2011 Form 8-K, Exhibit 3(i), File No. 1-14756).

Exhibit No.			Description
**4.4			Certificate of Amendment to Ameren’s Restated Articles of Incorporation filed December 18, 2012 (December 18, 2012 Form 8-K, Exhibit 3.1(i), File No. 1-14756).
**4.5			Restated Articles of Incorporation of Ameren Missouri (1993 Form 10-K, Exhibit 3(i), File No. 1-2967).
**4.6			Restated Articles of Incorporation of Ameren Illinois (2010 Form 10-K, Exhibit 3.4(i), File No. 1-3672).
**4.7			By-Laws of Ameren, as amended February 10, 2017 (February 14, 2017 Form 8-K, Exhibit 3, File No. 1-14756).
**4.8			Bylaws of Ameren Missouri, as amended December 12, 2014 (December 18, 2014 Form 8-K, Exhibit 3.1, File No. 1-2967).
**4.9			Bylaws of Ameren Illinois, as amended December 12, 2014 (December 18, 2014 Form 8-K, Exhibit 3.2, File No. 1-3672).
+4.10			Form of Certificate of Designation, Description, and Terms of Ameren Preferred Stock.
+4.11			Form of Certificate of Designation, Description, and Terms of Ameren Missouri Preferred Stock.
+4.12			Form of Certificate of Designation, Description, and Terms of Ameren Illinois Preferred Stock.
**4.13			Indenture, dated as of December 1, 2001, from Ameren to The Bank of New York Mellon Trust Company, N.A., as successor trustee (relating to the senior debt securities) (“Ameren Senior Indenture”) (Exhibit 4.5, File No. 333-81774).
**4.14			First Supplemental Indenture to Ameren Senior Indenture dated as of May 19, 2008 (June 30, 2008 Form 10-Q, Exhibit 4.1, File No. 1-14756).
**4.15			Ameren Senior Indenture Company Order, dated November 24, 2015, establishing the 3.65% Senior Notes due 2026 (including the global note) (November 24, 2015 Form 8-K, Exhibits 4.3, 4.4 and 4.5, File No. 1-14756).
**4.16			Ameren Senior Indenture Company Order, dated September 16, 2019, establishing the 2.50% Senior Notes due 2024 (including the global note) (September 16, 2019 Form 8-K, Exhibits 4.3 and 4.4, File No. 1-14756).
**4.17			Ameren Senior Indenture Company Order, dated April 3, 2020, establishing the 3.50% Senior Notes due 2031 (including the global notes) (April 3, 2020 Form 8-K, Exhibits 4.3 and 4.4, File No. 1-14756).
**4.18			Form of company order establishing the issuance of one or more series of Ameren senior debt securities (including the form of senior debt security) (Exhibit 4.8, File No. 333-114274).
**4.19			Form of indenture of Ameren relating to subordinated debt securities (Exhibit 4.17, File No. 333-222108).
+4.20			Form of supplemental indenture or other instrument establishing the issuance of one or more series of Ameren subordinated debt securities (including the form of subordinated debt security).
**4.21			Form of Ameren Purchase Contract Agreement (Exhibit 4.19, File No. 333-114274).
**4.22			Form of Ameren Pledge Agreement (Exhibit 4.20, File No. 333-114274).
**4.23			Indenture of Mortgage and Deed of Trust, dated June 15, 1937 (“Ameren Missouri Mortgage”), from Ameren Missouri to The Bank of New York Mellon, as successor trustee, as amended May 1, 1941, and Second Supplemental Indenture dated May 1, 1941 (Exhibit B-1, File No. 2-4940).
**4.24			Supplemental Indenture to the Ameren Missouri Mortgage dated as of July 1, 1956 (Exhibit 4.22, File No. 333-222108).

Exhibit No.			Description
**4.25			Supplemental Indenture to the Ameren Missouri Mortgage dated as of April 1, 1971 (Exhibit 4.23, File No. 333-222108).
**4.26			Supplemental Indenture to the Ameren Missouri Mortgage dated as of February 1, 1974 (Exhibit 4.24, File No. 333-222108).
**4.27			Supplemental Indenture to the Ameren Missouri Mortgage dated as of July 7, 1980 (Exhibit 4.25, File No. 333-222108).
**4.28			Supplemental Indenture to the Ameren Missouri Mortgage dated as of October 1, 1993 (1993 Form 10-K, Exhibit 4.8, File No. 1-2967).
**4.29			Supplemental Indenture to the Ameren Missouri Mortgage dated as of February 1, 2000 (2000 Form 10-K, Exhibit 4.1, File No. 1-2967).
**4.30			Supplemental Indenture to the Ameren Missouri Mortgage dated August 15, 2002 (August 23, 2002 Form 8-K, Exhibit 4.3, File No. 1-2967).
**4.31			Supplemental Indenture to the Ameren Missouri Mortgage dated March 5, 2003, relative to Series BB (March 11, 2003 Form 8-K, Exhibit 4.4, File No. 1-2967).
**4.32			Supplemental Indenture to the Ameren Missouri Mortgage dated February 1, 2004, relative to Series 2004A (1998A) (March 31, 2004 Form 10-Q, Exhibit 4.1, File No. 1-2967).
**4.33			Supplemental Indenture to the Ameren Missouri Mortgage dated February 1, 2004, relative to Series 2004B (1998B) (March 31, 2004 Form 10-Q, Exhibit 4.2, File No. 1-2967).
**4.34			Supplemental Indenture to the Ameren Missouri Mortgage dated February 1, 2004, relative to Series 2004C (1998C) (March 31, 2004 Form 10-Q, Exhibit 4.3, File No. 1-2967).
**4.35			Supplemental Indenture to the Ameren Missouri Mortgage dated February 1, 2004, relative to Series 2004H (1992) (March 31, 2004 Form 10-Q, Exhibit 4.8, File No. 1-2967).
**4.36			Supplemental Indenture to the Ameren Missouri Mortgage dated September 1, 2004 relative to Series GG (September 23, 2004 Form 8-K, Exhibit 4.4, File No. 1-2967).
**4.37			Supplemental Indenture to the Ameren Missouri Mortgage dated January 1, 2005 relative to Series HH (January 27, 2005 Form 8-K, Exhibit 4.4, File No. 1-2967).
**4.38			Supplemental Indenture to the Ameren Missouri Mortgage dated July 1, 2005 relative to Series II (July 21, 2005 Form 8-K, Exhibit 4.4, File No. 1-2967).
**4.39			Supplemental Indenture to the Ameren Missouri Mortgage dated June 1, 2008 relative to Series MM (June 19, 2008 Form 8-K, Exhibit 4.5, File No. 1-2967).
**4.40			Supplemental Indenture to the Ameren Missouri Mortgage dated March 1, 2009 relative to Series NN (March 23, 2009 Form 8-K, Exhibit 4.5, File No. 1-2967).
**4.41			Supplemental Indenture to the Ameren Missouri Mortgage dated May 15, 2012 (Exhibit 4.45, File No. 333-182258).
**4.42			Supplemental Indenture to the Ameren Missouri Mortgage dated September 1, 2012 relative to Series OO (September 11, 2012 Form 8-K, Exhibit 4.4, File No. 1-2967).
**4.43			Supplemental Indenture to the Ameren Missouri Mortgage dated April 1, 2014 relative to Series PP (April 4, 2014 Form 8-K, Exhibit 4.5, File No. 1-2967).
**4.44			Supplemental Indenture to the Ameren Missouri Mortgage dated March 15, 2015 relative to Series QQ (April 6, 2015 Form 8-K, Exhibit 4.5, File No. 1-2967).
**4.45			Supplemental Indenture to the Ameren Missouri Mortgage dated June 1, 2017 relative to Series RR (June 15, 2017 Form 8-K, Exhibit 4.5, File No. 1-2967).
**4.46			Supplemental Indenture to the Ameren Missouri Mortgage dated April 1, 2018 for 4.000% First Mortgage Bonds due 2048 (April 6, 2018 Form 8-K, Exhibit 4.2, File No. 1-2967).
**4.47			Supplemental Indenture to the Ameren Missouri Mortgage, dated March 1, 2019, for 3.50% First Mortgage Bonds due 2029 (March 6, 2019 Form 8-K, Exhibit 4.2, File No. 1-2967).

Exhibit No.			Description
**4.48			Supplemental Indenture to the Ameren Missouri Mortgage, dated September 15, 2019, for 3.25% First Mortgage Bonds due 2049 (October 1, 2019 Form 8-K, Exhibit 4.2, File No. 1-2967).
**4.49			Supplemental Indenture to the Ameren Missouri Mortgage, dated March 1, 2020, for 2.95% First Mortgage Bonds due 2030 (March 20, 2020 Form 8-K, Exhibit 4.2, File No. 1-2967).
**4.50			Supplemental Indenture to the Ameren Missouri Mortgage, dated October 1, 2020, for 2.625% First Mortgage Bonds due 2051 (October 9, 2020 Form 8-K, Exhibit 4.2, File No. 1-2967).
+4.51			Form of supplemental indenture of Ameren Missouri relating to the first mortgage bonds (other than the senior debt mortgage bonds).
**4.52			Indenture, dated as of August 15, 2002, from Ameren Missouri to The Bank of New York Mellon, as successor trustee (relating to senior secured debt securities) (“Ameren Missouri Indenture”) (August 23, 2002 Form 8-K, Exhibit 4.1, File No. 1-2967).
**4.53			First Supplemental Indenture to Ameren Missouri Indenture, dated as of May 15, 2012 (Exhibit 4.48, File No. 333-182258).
**4.54			Ameren Missouri Indenture Company Order, dated March 10, 2003, establishing the 5.50% Senior Secured Notes due 2034 (including the global note) (March 11, 2003 Form 8-K, Exhibits 4.2 and 4.3, File No. 1-2967).
**4.55			Ameren Missouri Indenture Company Order, dated July 21, 2005, establishing the 5.30% Senior Secured Notes due 2037 (including the global note) (July 21, 2005 Form 8-K, Exhibits 4.2 and 4.3, File No. 1-2967).
**4.56			Ameren Missouri Indenture Company Order, dated March 20, 2009, establishing the 8.45% Senior Secured Notes due 2039 (including the global note) (March 23, 2009 Form 8-K, Exhibits 4.2 and 4.3, File No. 1-2967).
**4.57			Ameren Missouri Indenture Company Order, dated September 11, 2012, establishing the 3.90% Senior Secured Notes due 2042 (including the global note) ( September 30, 2012 Form 10-Q, Exhibit 4.1 and September 11, 2012 Form 8-K, Exhibit 4.2, File No. 1-2967).
**4.58			Ameren Missouri Indenture Company Order, dated April 4, 2014, establishing the 3.50% Senior Secured Notes due 2024 (including the global note) (April 4, 2014 Form 8-K, Exhibits 4.2 and 4.3, File No. 1-2967).
**4.59			Ameren Missouri Indenture Company Order, dated April 6, 2015, establishing the 3.65% Senior Secured Notes due 2045 (including the global note) (April 6, 2015 Form 8-K, Exhibits 4.2 and 4.3, File No. 1-2967).
**4.60			Ameren Missouri Indenture Company Order, dated June 23, 2016, requesting authentication of an additional $150,000,000 aggregate principal amount of 3.65% Senior Secured Notes due 2045 (including the global note) (June 23, 2016 Form 8-K, Exhibits 4.3 and 4.4, File No. 1-2967).
**4.61			Ameren Missouri Indenture Company Order, dated June 15, 2017, establishing the 2.950% Senior Secured Notes due 2027 (including the global note) (June 15, 2017 Form 8-K, Exhibits 4.2 and 4.3, File No. 1-2967).
+4.62			Form of supplemental indenture or other instrument establishing the issuance of one or more series of Ameren Missouri senior secured debt securities (including the form of senior secured debt security).
+4.63			Form of supplemental indenture of Ameren Missouri relating to the senior debt mortgage bonds to be issued to secure the obligations of Ameren Missouri under the Ameren Missouri Indenture.
**4.64			Form of indenture of Ameren Missouri relating to the senior unsecured debt securities (Exhibit 4.64, File No. 333-222108).

Exhibit No.			Description
+4.65			Form of supplemental indenture or other instrument establishing the issuance of one or more series of Ameren Missouri senior unsecured debt securities (including the form of senior unsecured debt security).
**4.66			General Mortgage Indenture and Deed of Trust, dated as of November 1, 1992, between Ameren Illinois (successor in interest to Illinois Power Company) and The Bank of New York Mellon Trust Company, N.A., as successor trustee (“Ameren Illinois Mortgage”) (1992 Form 10-K, Exhibit 4(cc), File No. 1-3004).
**4.67			Supplemental Indenture amending the Ameren Illinois Mortgage dated as of December 15, 2002 (December 23, 2002 Form 8-K, Exhibit 4.1, File No. 1-3004).
**4.68			Supplemental Indenture to the Ameren Illinois Mortgage dated as of October 1, 2010, for Series CIPS-AA and CIPS-CC (October 7, 2010 Form 8-K, Exhibit 4.9, File No. 1-3672).
**4.69			Supplemental Indenture to the Ameren Illinois Mortgage dated as of January 15, 2011 (Exhibit 4.78, File No. 333-182258).
**4.70			Supplemental Indenture to the Ameren Illinois Mortgage dated as of August 1, 2012 for Series EE (August 20, 2012 Form 8-K, Exhibit 4.5, File No. 1-3672).
**4.71			Supplemental Indenture to the Ameren Illinois Mortgage dated as of December 1, 2013 for Series FF (December 10, 2013 Form 8-K, Exhibit 4.5, File No. 1-3672).
**4.72			Supplemental Indenture to the Ameren Illinois Mortgage dated as of June 1, 2014 for Series GG (June 30, 2014 Form 8-K, Exhibit 4.5, File No. 1-3672).
**4.73			Supplemental Indenture to the Ameren Illinois Mortgage dated as of December 1, 2014 for Series HH (December 10, 2014 Form 8-K, Exhibit 4.5, File No. 1-3672).
**4.74			Supplemental Indenture to the Ameren Illinois Mortgage dated as of December 1, 2015 for Series II (December 14, 2015 Form 8-K, Exhibit 4.5, File No. 1-3672).
**4.75			Supplemental Indenture to the Ameren Illinois Mortgage dated as of October 25, 2017 (September 30, 2017 Form 10-Q, Exhibit 4.1, File No. 1-3672).
**4.76			Supplemental Indenture to the Ameren Illinois Mortgage dated as of November 1, 2017 for 3.70% First Mortgage Bonds due 2047 (November 28, 2017 Form 8-K, Exhibit 4.2, File No. 1-3672).
**4.77			Supplemental Indenture, dated as of May 1, 2018, to Ameren Illinois Mortgage for 3.80% First Mortgage Bonds due 2028 (May 22, 2018 Form 8-K, Exhibit 4.2, File No. 1-3672).
**4.78			Supplemental Indenture, dated as of November 1, 2018, to Ameren Illinois Mortgage for 4.50% First Mortgage Bonds due 2049 (November 15, 2018 Form 8-K, Exhibit 4.2, File No. 1-3672).
**4.79			Supplemental Indenture, dated as of October 15, 2019, to Ameren Illinois Mortgage for First Mortgage Bonds, Senior Notes Series CILCO-AA (September 30, 2019 10-Q, Exhibit 4.3, File No. 1-3672).
**4.80			Supplemental Indenture, dated as of November 1, 2019, to the Ameren Illinois Mortgage for 3.25% First Mortgage Bonds due 2050 (November 26, 2019 Form 8-K, Exhibit 4.2, File No. 1-3672).
**4.81			Supplemental Indenture, dated as of December 15, 2019, to the Ameren Illinois Mortgage (2019 Form 10-K, Exhibit 4.79, File No. 1-3672).
+4.82			Form of supplemental indenture of Ameren Illinois relating to the first mortgage bonds (other than the senior debt mortgage bonds).
**4.83			Indenture, dated as of June 1, 2006, from Ameren Illinois (successor in interest to Illinois Power Company) to The Bank of New York Mellon Trust Company, N.A., as successor trustee (relating to senior secured debt securities) (“Ameren Illinois Indenture”) (June 19, 2006 Form 8-K, Exhibit 4.4, File No. 1-3004).

Exhibit No.			Description
**4.84			First Supplemental Indenture to the Ameren Illinois Indenture, dated as of October 1, 2010, for Series CIPS-AA and CIPS-CC (October 7, 2010 Form 8-K, Exhibit 4.5, File No. 1-3672).
**4.85			Second Supplemental Indenture to the Ameren Illinois Indenture, dated as of July 21, 2011 (September 30, 2011 Form 10-Q, Exhibit 4.2, File No. 1-3672).
**4.86			Third Supplemental Indenture to the Ameren Illinois Indenture, dated as of May 15, 2012 (Exhibit 4.83, File No. 333-182258).
**4.87			Fourth Supplemental Indenture to the Ameren Illinois Indenture, dated as of October 15, 2019 (September 30, 2019 10-Q, Exhibit 4.4, File No. 1-3672).
**4.88			Ameren Illinois Indenture Company Order dated August 20, 2012, establishing the 2.70% Senior Secured Notes due 2022 (including the global note) (August 20, 2012 Form 8-K, Exhibits 4.2 and 4.3, File No. 1-3672).
**4.89			Ameren Illinois Indenture Company Order dated December 10, 2013, establishing the 4.80% Senior Secured Notes due 2043 (including the global note) (December 10, 2013 Form 8-K, Exhibits 4.2 and 4.3, File No. 1-3672).
**4.90			Ameren Illinois Indenture Company Order dated June 30, 2014, establishing the 4.30% Senior Secured Notes due 2044 (including the global note) (June 30, 2014 Form 8-K, Exhibits 4.2 and 4.3, File No. 1-3672).
**4.91			Ameren Illinois Indenture Company Order dated December 10, 2014, establishing the 3.25% Senior Secured Notes due 2025 (including the global note) (December 10, 2014 Form 8-K, Exhibits 4.2 and 4.3, File No. 1-3672).
**4.92			Ameren Illinois Indenture Company Order dated December 14, 2015, establishing the 4.15% Senior Secured Notes due 2046 (including the global note) (December 14, 2015 Form 8-K, Exhibits 4.2 and 4.3, File No. 1-3672).
**4.93			Ameren Illinois Indenture Company Order dated December 6, 2016, requesting the authentication of an additional $240,000,000 aggregate principal amount of 4.15% Senior Secured Notes due 2046 (including the global note) (December 6, 2016 Form 8-K, Exhibits 4.2 and 4.3, File No. 1-3672).
**4.94			Ameren Illinois Indenture Company Order dated October 30, 2019, establishing Senior Notes Series CILCO-AA (including the global note) (September 30, 2019 10-Q, Exhibits 4.5 and 4.6, File No. 1-3672).
+4.95			Form of supplemental indenture or other instrument establishing the issuance of one or more series of Ameren Illinois senior secured debt securities (including the form of senior secured debt security).
+4.96			Form of supplemental indenture of Ameren Illinois relating to the senior debt mortgage bonds to be issued to secure the obligations of Ameren Illinois under the Ameren Illinois Indenture.
**4.97			Form of indenture of Ameren Illinois relating to the senior unsecured debt securities (Exhibit 4.95, File No. 333-222108).
+4.98			Form of supplemental indenture or other instrument establishing the issuance of one or more series of Ameren Illinois senior unsecured debt securities (including the form of senior unsecured debt security).
*5.1			Opinion of Chonda J. Nwamu, Esq., Senior Vice President, General Counsel and Secretary of Ameren.
*5.2			Opinion of Craig W. Stensland, Esq., Senior Corporate Counsel of Ameren Services Company.
*5.3			Opinion of Morgan, Lewis & Bockius LLP.
*23.1			Consent of Chonda J. Nwamu, Esq., Senior Vice President, General Counsel and Secretary of Ameren (included in Exhibit 5.1).
*23.2			Consent of Craig W. Stensland, Esq., Senior Corporate Counsel of Ameren Services Company (included in Exhibit 5.2).

Exhibit No.			Description
*23.3			Consent of Morgan, Lewis & Bockius LLP (included in Exhibit 5.3).
*23.4			Consent of Independent Registered Public Accounting Firm with respect to Ameren.
*23.5			Consent of Independent Registered Public Accounting Firm with respect to Ameren Missouri.
*23.6			Consent of Independent Registered Public Accounting Firm with respect to Ameren Illinois.
*24.1			Ameren Power of Attorney.
*25.1			Form T-1 statement of eligibility of The Bank of New York Mellon Trust Company, N.A. as the trustee under Ameren Corporation’s Indenture, dated as of December 1, 2001.
++25.2			Form T-1 statement of eligibility of the trustee for Ameren Corporation’s form of indenture relating to subordinated debt securities.
++25.3			Form T-1 statement of eligibility of the purchase contract agent and trustee for Ameren Corporation’s form of purchase contract agreement.
*25.4			Form T-1 statement of eligibility of The Bank of New York Mellon as the trustee under Union Electric Company’s Indenture, dated as of August 15, 2002.
*25.5			Form T-1 statement of eligibility of The Bank of New York Mellon as the trustee under Union Electric Company’s Indenture of Mortgage and Deed of Trust, dated June 15, 1937.
++25.6			Form T-1 statement of eligibility of the trustee for Union Electric Company’s form of indenture relating to senior unsecured debt securities.
*25.7			Form T-1 statement of eligibility of The Bank of New York Mellon Trust Company, N.A. as the trustee under Ameren Illinois Company’s Indenture, dated as of June 1, 2006.
*25.8			Form T-1 statement of eligibility of The Bank of New York Mellon Trust Company, N.A. as the trustee under Ameren Illinois Company’s General Mortgage Indenture and Deed of Trust, dated as of November 1, 1992.
++25.9			Form T-1 statement of eligibility of the trustee for Ameren Illinois Company’s form of indenture relating to senior unsecured debt securities.

				Ameren Corporation (Registrant)
				By:			/s/ Warner L. Baxter Warner L. Baxter Chairman, President and Chief Executive Officer

Name	Title	Date
/s/ Warner L. Baxter Warner L. Baxter	Chairman, President, Chief Executive Officer and Director (Principal Executive Officer)	October 14, 2020
/s/ Michael L. Moehn Michael L. Moehn	Executive Vice President and Chief Financial Officer (Principal Financial Officer)	October 14, 2020
/s/ Bruce A. Steinke Bruce A. Steinke	Senior Vice President, Finance and Chief Accounting Officer (Principal Accounting Officer)	October 14, 2020
* Cynthia J. Brinkley	Director	October 14, 2020
* Catherine S. Brune	Director	October 14, 2020
* J. Edward Coleman	Director	October 14, 2020
* Ward H. Dickson	Director	October 14, 2020
* Noelle K. Eder	Director	October 14, 2020
* Ellen M. Fitzsimmons	Director	October 14, 2020

				Union Electric Company (Registrant)
				By:			/s/ Martin J. Lyons, Jr. Martin J. Lyons, Jr. Chairman and President

Name	Address
Comptroller of the Currency United States Department of the Treasury	Washington, DC 20219

Federal Reserve Bank	San Francisco, CA 94105

Federal Deposit Insurance Corporation	Washington, DC 20429

				Ameren Illinois Company (Registrant)
				By:			/s/ Richard J. Mark Richard J. Mark Chairman and President

/s/ PricewaterhouseCoopers LLP

St. Louis, Missouri
October 14, 2020

Cynthia J. Brinkley, Director	/s/ Cynthia J. Brinkley

Catherine S. Brune, Director	/s/ Catherine S. Brune

J. Edward Coleman, Director	/s/ J. Edward Coleman

Ward H. Dickson, Director	/s/ Ward H. Dickson

Noelle K. Eder, Director	/s/ Noelle K. Eder

Ellen M. Fitzsimmons, Director	/s/ Ellen M. Fitzsimmons

Rafael Flores, Director	/s/ Rafael Flores

Richard J. Harshman, Director	/s/ Richard J. Harshman

Craig S. Ivey, Director	/s/ Craig S. Ivey

James C. Johnson, Director	/s/ James C. Johnson

Steven H. Lipstein, Director	/s/ Steven H. Lipstein

Stephen R. Wilson, Director	/s/ Stephen R. Wilson

	THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A.

	By:	/s/ Valere Boyd
		Name: Valere Boyd
		Title: Vice President

		Dollar amounts
		in thousands
ASSETS

Cash and balances due from depository institutions:
Noninterest-bearing balances and currency and coin		1,667
Interest-bearing balances		325,776
Securities:
Held-to-maturity securities		0
Available-for-sale securities		148,395
Equity securities with readily determinable fair values not held for trading		0
Federal funds sold and securities
purchased under agreements to resell:
Federal funds sold in domestic offices		0
Securities purchased under agreements to resell		0
Loans and lease financing receivables:
Loans and leases held for sale		0
Loans and leases, held for investment	0
LESS: Allowance for loan and
lease losses	0
Loans and leases held for investment,
net of allowance	0
Trading assets		0
Premises and fixed assets (including capitalized leases)		20,997
Other real estate owned		0
Investments in unconsolidated subsidiaries and associated companies		0
Direct and indirect investments in real estate ventures		0
Intangible assets		856,313
Other assets		100,715

Total assets		$1,453,863

LIABILITIES

Deposits:
In domestic offices		1,659
Noninterest-bearing	1,659
Interest-bearing	0
Not applicable
Federal funds purchased and securities
sold under agreements to repurchase:
Federal funds purchased		0
Securities sold under agreements to repurchase		0
Trading liabilities		0
Other borrowed money:
(includes mortgage indebtedness and obligations under capitalized leases)		0
Not applicable
Not applicable
Subordinated notes and debentures		0
Other liabilities		258,356
Total liabilities		260,015
Not applicable

EQUITY CAPITAL

Perpetual preferred stock and related surplus		0
Common stock		1,000
Surplus (exclude all surplus related to preferred stock)		324,174
Not available
Retained earnings		866,668
Accumulated other comprehensive income		2,006
Other equity capital components		0
Not available
Total bank equity capital		1,193,848
Noncontrolling (minority) interests in consolidated subsidiaries		0
Total equity capital		1,193,848
Total liabilities and equity capital		1,453,863

Antonio I. Portuondo, President	)
Michael P. Scott, Managing Director	)	Directors (Trustees)
Kevin P. Caffrey, Managing Director	)

Name	Address
Superintendent of the Department of Financial Services of the State of New York	One State Street, New York, N.Y. 10004-1417, and Albany, N.Y. 12223
Federal Reserve Bank of New York	33 Liberty Street, New York, N.Y. 10045
Federal Deposit Insurance Corporation	550 17^th Street, NW Washington, D.C. 20429
The Clearing House Association L.L.C.	100 Broad Street New York, N.Y. 10004

	THE BANK OF NEW YORK MELLON

	By:	/s/ Francine Kincaid
		Name: Francine Kincaid
		Title: Vice President

		Dollar amounts in thousands
ASSETS
Cash and balances due from depository institutions:
Noninterest-bearing balances and currency and coin		3,962,000
Interest-bearing balances		129,364,000
Securities:
Held-to-maturity securities		43,910,000
Available-for-sale securities		106,742,000
Equity securities with readily determinable fair values not held for trading		63,000
Federal funds sold and securities purchased under agreements to resell:
Federal funds sold in domestic offices		0
Securities purchased under agreements to resell		14,823,000
Loans and lease financing receivables:
Loans and leases held for sale		0
Loans and leases held for investment		27,370,000
LESS: Allowance for loan and lease losses		272,000
Loans and leases held for investment, net of allowance		27,098,000
Trading assets		5,353,000
Premises and fixed assets (including capitalized leases)		3,058,000
Other real estate owned		2,000
Investments in unconsolidated subsidiaries and associated companies		1,683,000
Direct and indirect investments in real estate ventures		0
Intangible assets:		6,967,000
Other assets		14,936,000
Total assets		357,961,000

Thomas P. Gibbons		Directors
Samuel C. Scott
Joseph J. Echevarria

Name	Address
Superintendent of the Department of Financial Services of the State of New York	One State Street, New York, N.Y. 10004-1417, and Albany, N.Y. 12223
Federal Reserve Bank of New York	33 Liberty Street, New York, N.Y. 10045
Federal Deposit Insurance Corporation	550 17^th Street, NW Washington, D.C. 20429
The Clearing House Association L.L.C.	100 Broad Street New York, N.Y. 10004

	95-3571558
(Jurisdiction of incorporation	(I.R.S. employer
if not a U.S. national bank)	identification no.)

400 South Hope Street
Suite 500
Los Angeles, California	90071
(Address of principal executive offices)	(Zip code)

Illinois	37-0211380
(State or other jurisdiction of	(I.R.S. employer
incorporation or organization)	identification no.)

10 Executive Drive
Collinsville, Illinois	62234
(Address of principal executive offices)	(Zip code)

Name	Address
Comptroller of the Currency	Washington, DC 20219
United States Department of the Treasury

Federal Reserve Bank	San Francisco, CA 94105

Federal Deposit Insurance Corporation	Washington, DC 20429