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, 2004



<TABLE>
<CAPTION>

                         Exact Name of Registrant as specified in its charter;
   Commission            State of Incorporation;                                        IRS Employer
   File Number           Address and Telephone Number                                   Identification No.
   -----------           ----------------------------                                   ------------------
<S>                      <C>                                                               <C>

   1-14756               Ameren Corporation                                                 43-1723446
                         (Missouri Corporation)
                         1901 Chouteau Avenue
                         St. Louis, Missouri 63103
                         (314) 621-3222

   1-2967                Union Electric Company                                             43-0559760
                         (Missouri Corporation)
                         1901 Chouteau Avenue
                         St. Louis, Missouri 63103
                         (314) 621-3222

   1-3672                Central Illinois Public Service Company                            37-0211380
                         (Illinois Corporation)
                         607 East Adams Street
                         Springfield, Illinois 62739
                         (217) 523-3600


<PAGE>


   333-56594             Ameren Energy Generating Company                                   37-1395586
                         (Illinois Corporation)
                         1901 Chouteau Avenue
                         St. Louis, Missouri 63103
                         (314) 621-3222

   2-95569               CILCORP Inc.                                                       37-1169387
                         (Illinois Corporation)
                         300 Liberty Street
                         Peoria, Illinois 61602
                         (309) 677-5230

   1-2732                Central Illinois Light Company                                     37-0211050
                         (Illinois Corporation)
                         300 Liberty Street
                         Peoria, Illinois 61602
                         (309) 677-5230


</TABLE>



     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:

     [ ] 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))




                                       2
<PAGE>


SECTION 1 - REGISTRANT'S BUSINESS AND OPERATIONS
ITEM 1.01 Entry into a Material Definitive Agreement.

     On September 24, 2004, a separation and release  agreement  entered into on
September 17, 2004 between Ameren Services Company,  on behalf of itself and its
subsidiaries and affiliates,  including the Registrants,  and Garry L. Randolph,
Senior Vice President and Chief Nuclear  Officer of Union  Electric  Company and
Senior Vice President of Central Illinois Public Service Company,  Ameren Energy
Generating  Company,  CILCORP Inc. and Central  Illinois Light  Company,  became
effective and enforceable.  The agreement provides for Mr. Randolph's retirement
from these  Ameren  companies  effective  December 31, 2004 and provides for the
following  payments  or  benefits  to  him:  (i) a fee  of  $350,000  (including
reimbursement of expenses) for providing  consulting  services for one year from
January 1, 2005 through December 31, 2005; (ii) continued  vesting of restricted
stock awards as if employment were continued; (iii) for 36 months after December
31, 2004, continued right to exercise his outstanding options to purchase shares
of Ameren Corporation's common stock in accordance with their terms; (iv) senior
executive level career  transition  services;  (v) rights to convert his current
life  insurance  coverage;  and (vi)  eligibility  to participate in the retiree
medical plan. The agreement also provides that Mr.  Randolph will not receive an
annual bonus under Ameren Corporation's 2004 Executive Incentive Plan.

     Included as Exhibit 10.1 is the Separation and Release Agreement.


SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 Financial Statements and Exhibits.

     (a) Not applicable

     (b) Not applicable

     (c) Exhibits. The following exhibit is included with this Report:

     Exhibit
      No.           Description
     -------        -----------

      10.1          Separation and Release Agreement of Garry L. Randolph.





     This  combined Form 8-K is being filed  separately  by Ameren  Corporation,
Union Electric Company,  Central Illinois Public Service Company,  Ameren Energy
Generating  Company,  CILCORP Inc. and Central  Illinois  Light Company (each, a
"registrant").   Information   contained   herein  relating  to  any  individual
registrant  has been filed by such  registrant on its own behalf.  No registrant
makes any representation as to information relating to any other registrant.

                                       3

<PAGE>


                                   SIGNATURES

     Pursuant to the  requirements of the Securities  Exchange Act of 1934, each
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned  thereunto  duly  authorized.  The  signature  for each  undersigned
company  shall be deemed to relate  only to  matters  having  reference  to such
company or its subsidiaries.


                                         AMEREN CORPORATION
                                             (Registrant)

                                                /s/ Warner L. Baxter
                                         --------------------------------------
                                                Warner L. Baxter
                                            Executive Vice President and
                                               Chief Financial Officer
                                            (Principal Financial Officer)


                                         UNION ELECTRIC COMPANY
                                             (Registrant)

                                                /s/ Warner L. Baxter
                                         --------------------------------------
                                                Warner L. Baxter
                                            Executive Vice President and
                                               Chief Financial Officer
                                            (Principal Financial Officer)


                                     CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
                                             (Registrant)

                                                /s/ Warner L. Baxter
                                         --------------------------------------
                                                Warner L. Baxter
                                            Executive Vice President and
                                               Chief Financial Officer
                                            (Principal Financial Officer)


                                       AMEREN ENERGY GENERATING COMPANY
                                             (Registrant)

                                                /s/ Warner L. Baxter
                                         --------------------------------------
                                                Warner L. Baxter
                                            Executive Vice President and
                                               Chief Financial Officer
                                            (Principal Financial Officer)



                                       4


<PAGE>


                                                CILCORP Inc.
                                                (Registrant)

                                                /s/ Warner L. Baxter
                                         --------------------------------------
                                                Warner L. Baxter
                                            Executive Vice President and
                                               Chief Financial Officer
                                            (Principal Financial Officer)


                                            CENTRAL ILLINOIS LIGHT COMPANY
                                                (Registrant)

                                                /s/ Warner L. Baxter
                                         --------------------------------------
                                                Warner L. Baxter
                                            Executive Vice President and
                                               Chief Financial Officer
                                            (Principal Financial Officer)



Date:  September 24, 2004

                                       5

<PAGE>


                                  Exhibit Index
                                  -------------


    Exhibit No.        Description
    -----------        -----------

      10.1             Separation and Release Agreement of Garry L. Randolph.






                                       6
[{"type": "8-K", "sequence": "1", "filename": "ameren8k92404.txt", "description": "AMEREN8K9-24-2004", "secsgml_size_bytes": 10080}]
[{"company-data": {"conformed-name": "CENTRAL ILLINOIS LIGHT CO", "cik": "0000018651", "assigned-sic": "4931", "irs-number": "370211050", "state-of-incorporation": "IL", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-02732", "film-number": "041045166"}, "business-address": {"street1": "300 LIBERTY ST", "city": "PEORIA", "state": "IL", "zip": "61602", "phone": "3096758810"}, "mail-address": {"street1": "1901 CHOUTEAU AVE", "city": "ST. LOUIS", "state": "MO", "zip": "63103"}}, {"company-data": {"conformed-name": "CENTRAL ILLINOIS PUBLIC SERVICE CO", "cik": "0000018654", "assigned-sic": "4931", "irs-number": "370211380", "state-of-incorporation": "IL", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-03672", "film-number": "041045164"}, "business-address": {"street1": "607 E ADAMS ST", "city": "SPRINGFIELD", "state": "IL", "zip": "62739", "phone": "3145543356"}, "mail-address": {"street1": "CENTRAL ILLINOIS PUBLIC SERVICE CO", "street2": "607 E ADAMS ST", "city": "SPRINGFIELD", "state": "IL", "zip": "62739"}}, {"company-data": {"conformed-name": "CILCORP INC", "cik": "0000762129", "assigned-sic": "4931", "irs-number": "371169387", "state-of-incorporation": "IL", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "002-95569", "film-number": "041045162"}, "business-address": {"street1": "300 LIBERTY ST", "street2": "STE 300", "city": "PEORIA", "state": "IL", "zip": "61602", "phone": "3145543356"}, "mail-address": {"street1": "1901 CHOUTEAU AVE MC-1370", "city": "ST. LOUIS", "state": "MO", "zip": "63103"}}, {"company-data": {"conformed-name": "AMERENENERGY GENERATING CO", "cik": "0001135361", "assigned-sic": "4911", "irs-number": "371395586", "state-of-incorporation": "IL", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "333-56594", "film-number": "041045163"}, "business-address": {"street1": "1901 CHOUTEAU AVENUE", "city": "ST LOUIS", "state": "MO", "zip": "63103", "phone": "3145543922"}, "mail-address": {"street1": "1901 CHOUTEAU AVENUE", "city": "ST LOUIS", "state": "MO", "zip": "63103"}}, {"company-data": {"conformed-name": "UNION ELECTRIC CO", "cik": "0000100826", "assigned-sic": "4911", "irs-number": "430559760", "state-of-incorporation": "MO", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-02967", "film-number": "041045165"}, "business-address": {"street1": "1901 CHOUTEAU AVENUE", "street2": "MC 1370", "city": "ST LOUIS", "state": "MO", "zip": "63166", "phone": "314-554-3356"}, "mail-address": {"street1": "1901 CHOUTEAU AVENUE", "street2": "MC 1370", "city": "ST LOUIS", "state": "MO", "zip": "63166"}}, {"company-data": {"conformed-name": "AMEREN CORP", "cik": "0001002910", "assigned-sic": "4931", "irs-number": "431723446", "state-of-incorporation": "MO", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-14756", "film-number": "041045161"}, "business-address": {"street1": "1901 CHOUTEAU AVE", "street2": "MC 1370", "city": "ST LOUIS", "state": "MO", "zip": "63166-6149", "phone": "431723446"}, "mail-address": {"street1": "1901 CHOUTEAU AVE", "street2": "MC 1370", "city": "ST LOUIS", "state": "MO", "zip": "63103"}}]
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, 2004
Exact Name of Registrant as specified in its charter;
   Commission            State of Incorporation;                                        IRS Employer
   File Number           Address and Telephone Number                                   Identification No.
   -----------           ----------------------------                                   ------------------
1-14756               Ameren Corporation                                                 43-1723446
                         (Missouri Corporation)
                         1901 Chouteau Avenue
                         St. Louis, Missouri 63103
                         (314) 621-3222

   1-2967                Union Electric Company                                             43-0559760
                         (Missouri Corporation)
                         1901 Chouteau Avenue
                         St. Louis, Missouri 63103
                         (314) 621-3222

   1-3672                Central Illinois Public Service Company                            37-0211380
                         (Illinois Corporation)
                         607 East Adams Street
                         Springfield, Illinois 62739
                         (217) 523-3600
333-56594             Ameren Energy Generating Company                                   37-1395586
                         (Illinois Corporation)
                         1901 Chouteau Avenue
                         St. Louis, Missouri 63103
                         (314) 621-3222

   2-95569               CILCORP Inc.                                                       37-1169387
                         (Illinois Corporation)
                         300 Liberty Street
                         Peoria, Illinois 61602
                         (309) 677-5230

   1-2732                Central Illinois Light Company                                     37-0211050
                         (Illinois Corporation)
                         300 Liberty Street
                         Peoria, Illinois 61602
                         (309) 677-5230
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:

     [ ] 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))

                                       2
SECTION 1 - REGISTRANT'S BUSINESS AND OPERATIONS
ITEM 1.01 Entry into a Material Definitive Agreement.

     On September 24, 2004, a separation and release  agreement  entered into on
September 17, 2004 between Ameren Services Company,  on behalf of itself and its
subsidiaries and affiliates,  including the Registrants,  and Garry L. Randolph,
Senior Vice President and Chief Nuclear  Officer of Union  Electric  Company and
Senior Vice President of Central Illinois Public Service Company,  Ameren Energy
Generating  Company,  CILCORP Inc. and Central  Illinois Light  Company,  became
effective and enforceable.  The agreement provides for Mr. Randolph's retirement
from these  Ameren  companies  effective  December 31, 2004 and provides for the
following  payments  or  benefits  to  him:  (i) a fee  of  $350,000  (including
reimbursement of expenses) for providing  consulting  services for one year from
January 1, 2005 through December 31, 2005; (ii) continued  vesting of restricted
stock awards as if employment were continued; (iii) for 36 months after December
31, 2004, continued right to exercise his outstanding options to purchase shares
of Ameren Corporation's common stock in accordance with their terms; (iv) senior
executive level career  transition  services;  (v) rights to convert his current
life  insurance  coverage;  and (vi)  eligibility  to participate in the retiree
medical plan. The agreement also provides that Mr.  Randolph will not receive an
annual bonus under Ameren Corporation's 2004 Executive Incentive Plan.

     Included as Exhibit 10.1 is the Separation and Release Agreement.

SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 Financial Statements and Exhibits.

     (a) Not applicable

     (b) Not applicable

     (c) Exhibits. The following exhibit is included with this Report:

     Exhibit
      No.           Description
     -------        -----------

      10.1          Separation and Release Agreement of Garry L. Randolph.

     This  combined Form 8-K is being filed  separately  by Ameren  Corporation,
Union Electric Company,  Central Illinois Public Service Company,  Ameren Energy
Generating  Company,  CILCORP Inc. and Central  Illinois  Light Company (each, a
"registrant").   Information   contained   herein  relating  to  any  individual
registrant  has been filed by such  registrant on its own behalf.  No registrant
makes any representation as to information relating to any other registrant.

                                       3
SIGNATURES

     Pursuant to the  requirements of the Securities  Exchange Act of 1934, each
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned  thereunto  duly  authorized.  The  signature  for each  undersigned
company  shall be deemed to relate  only to  matters  having  reference  to such
company or its subsidiaries.

                                         AMEREN CORPORATION
                                             (Registrant)

                                                /s/ Warner L. Baxter
                                         --------------------------------------
                                                Warner L. Baxter
                                            Executive Vice President and
                                               Chief Financial Officer
                                            (Principal Financial Officer)

                                         UNION ELECTRIC COMPANY
                                             (Registrant)

                                                /s/ Warner L. Baxter
                                         --------------------------------------
                                                Warner L. Baxter
                                            Executive Vice President and
                                               Chief Financial Officer
                                            (Principal Financial Officer)

                                     CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
                                             (Registrant)

                                                /s/ Warner L. Baxter
                                         --------------------------------------
                                                Warner L. Baxter
                                            Executive Vice President and
                                               Chief Financial Officer
                                            (Principal Financial Officer)

                                       AMEREN ENERGY GENERATING COMPANY
                                             (Registrant)

                                                /s/ Warner L. Baxter
                                         --------------------------------------
                                                Warner L. Baxter
                                            Executive Vice President and
                                               Chief Financial Officer
                                            (Principal Financial Officer)

                                       4
CILCORP Inc.
                                                (Registrant)

                                                /s/ Warner L. Baxter
                                         --------------------------------------
                                                Warner L. Baxter
                                            Executive Vice President and
                                               Chief Financial Officer
                                            (Principal Financial Officer)

                                            CENTRAL ILLINOIS LIGHT COMPANY
                                                (Registrant)

                                                /s/ Warner L. Baxter
                                         --------------------------------------
                                                Warner L. Baxter
                                            Executive Vice President and
                                               Chief Financial Officer
                                            (Principal Financial Officer)

Date:  September 24, 2004

                                       5
Exhibit Index
                                  -------------

    Exhibit No.        Description
    -----------        -----------

      10.1             Separation and Release Agreement of Garry L. Randolph.

                                       6