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Securities and Exchange Commission Approves Ameren's Proposed Acquisition of Illinois Power
Ameren Corporation (NYSE: AEE) announced today that the Securities and Exchange Commission has approved its proposed acquisition of Decatur, Ill.-based Illinois Power Company (IP) from Dynegy Inc., (NYSE: DYN) under the Public Utility Holding Company Act of 1935. IP serves approximately 600,000 electric and 415,000 natural gas customers over 15,000 square miles in Illinois.

The Illinois Commerce Commission and the Federal Energy Regulatory Commission have also approved the transaction. In addition, the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 expired without a request by the Federal Trade Commission and the Antitrust Division of the Department of Justice for additional information or documents. No other regulatory approvals are required, but the transaction is subject to customary closing conditions.

In a transaction valued at $2.3 billion, Ameren would acquire the stock of IP and Dynegy's 20 percent interest in Electric Energy, Inc. (EEI)\-the owner of a 1,086-megawatt, Joppa, Ill., coal-fired power plant. Ameren now owns 60 percent of EEI.

The transaction would also include a new firm capacity power supply contract for the annual purchase by IP in 2005 and 2006 of 2,800 megawatts of electricity from a subsidiary of Dynegy. That contract is expected to supply approximately 70 percent of IP's electric customer requirements during those two years. IP is currently soliciting bids to supply the remaining 30 percent or 700 megawatts. Because bundled retail electric rates are frozen at current levels in Illinois through 2006, the acquisition will not have an immediate impact on retail electric rates paid by customers of IP during this period. With assets of $14.7 billion, Ameren owns a diverse mix of electric generating plants strategically located in its Midwest market with a capacity of more than 14,600 megawatts. Ameren serves 1.7 million electric customers and 500,000 natural gas customers in a 49,000 square-mile area of Missouri and Illinois.

Forward-Looking Statements

Statements made in this release, which are not based on historical facts, are "forward-looking" and, accordingly, involve risks and uncertainties that could cause actual results to differ materially from those discussed. Although such "forward-looking" statements have been made in good faith and are based on reasonable assumptions, there is no assurance that the expected results will be achieved. These statements include (without limitation) statements as to future expectations, beliefs, plans, strategies, objectives, events, conditions, and financial performance. In connection with the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, the company is providing this cautionary statement to identify important factors that could cause actual results to differ materially from those anticipated. The following factors, in addition to those discussed elsewhere in this release and in past and subsequent filings with the Securities and Exchange Commission, could cause actual results to differ materially from management expectations as suggested by such "forward-looking" statements:

• the closing and timing of Ameren's acquisition of Illinois Power and the impact of any conditions imposed by regulators in connection with their approval thereof;

• difficulties in integrating AmerenCILCO and Illinois Power, if consummated, with Ameren's other businesses; and

• changes in the energy markets, environmental laws or regulations, interest rates or other factors adversely impacting assumptions in connection with the CILCORP and Illinois Power (if consummated) acquisitions.

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