<SUBMISSION>
<ACCESSION-NUMBER>0000950103-02-000977
<TYPE>8-K
<PUBLIC-DOCUMENT-COUNT>2
<PERIOD>20021003
<ITEMS>5
<FILING-DATE>20021003
<FILER>
<COMPANY-DATA>
<CONFORMED-NAME>AES CORPORATION
<CIK>0000874761
<ASSIGNED-SIC>4991
<IRS-NUMBER>541163725
<STATE-OF-INCORPORATION>DE
<FISCAL-YEAR-END>1231
</COMPANY-DATA>
<FILING-VALUES>
<FORM-TYPE>8-K
<ACT>34
<FILE-NUMBER>001-12291
<FILM-NUMBER>02780938
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>1001 N 19TH ST
<STREET2>STE 2000
<CITY>ARLINGTON
<STATE>VA
<ZIP>22209
<PHONE>7035221315
</BUSINESS-ADDRESS>
</FILER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>oct0302_8k.htm
<TEXT>
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<P align=center>SECURITIES AND EXCHANGE COMMISSION<BR>
  WASHINGTON, D.C.20549<BR>
  <BR>
  FORM 8-K<BR>
  <BR>
  CURRENT REPORT<BR>
  PURSUANT TO SECTION 13 OR 15 (d) OF<BR>
  THE SECURITIES EXCHANGE ACT OF 1934<BR>
  <BR>
  Date of Report (date of earliest event reported):<BR>
  October 3, 2002<BR>
  <BR>
  THE AES CORPORATION<BR>
  (exact name of registrant as specified in its charter)<BR>
  <BR>
<DIV align=center>
  <TABLE cellSpacing=0 cellPadding=0 width="90%" border=0>

      <TR>
        <TD vAlign=top align=middle width=260>DELAWARE<BR>
          (State of Incorporation)</TD>
        <TD vAlign=top align=middle width=260>333-15487<BR>
          (Commission File No.)</TD>
        <TD vAlign=top align=middle width=260>54-1163725<BR>
          (IRS Employer Identification No.)</TD>
      </TR>

  </TABLE>
</DIV>
<P align=center>1001 North 19th Street, Suite 2000<BR>
  Arlington, Virginia 22209<BR>
  (Address of principal executive offices, including zip code)</P>
<P align=center>Registrant&#146;s telephone number, including area code:<BR>
  (703) 522-1315</P>
<P align=center>NOT APPLICABLE<BR>
  (Former Name or Former Address, if changed since last report)</P>
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<table width="90%"  border="0" cellspacing="0" cellpadding="5">
  <tr>
    <td align="left" valign="top"><FONT
face="Times New Roman, Times, serif"
size=4>Item 5. Other Events </FONT></td>
  </tr>
  <tr>
    <td>&nbsp;</td>
  </tr>
  <tr>
    <td><FONT
face="Times New Roman, Times, serif"
size=4>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;On October
      3, 2002, The AES Corporation (the &quot;registrant&quot;) issued the press
      release attached as Exhibit 99.1 to this report and incorporated herein
      by reference.</FONT></td>
  </tr>
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<P align=center>&nbsp;</P>
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    <TR>
      <TD colSpan=5> <DIV align=center><B>SIGNATURES</B></DIV></TD>
    </TR>
    <TR>
      <TD colSpan=2>&nbsp;</TD>
      <TD colSpan=3>&nbsp;</TD>
    </TR>
    <TR>
      <TD colSpan=5><FONT face="Times New Roman, Times, serif" size=4>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.</FONT></TD>
    </TR>
    <TR>
      <TD colSpan=2>&nbsp;</TD>
      <TD colSpan=3>&nbsp;</TD>
    </TR>
    <TR>
      <TD colSpan=2>&nbsp;</TD>
      <TD colSpan=3>&nbsp;</TD>
    </TR>
    <TR>
      <TD colSpan=2>&nbsp;</TD>
      <TD colSpan=3>THE AES CORPORATION</TD>
    </TR>
    <TR>
      <TD colSpan=5>&nbsp;</TD>
    </TR>
    <TR>
      <TD width=418><FONT face="Times New Roman, Times, serif" size=4>Date: October
        3, 2002</FONT></TD>
      <TD width=70>&nbsp;</TD>
      <TD width=37>By:</TD>
      <TD width=19>&nbsp;</TD>
      <TD width=294>/s/ Brian Miller</TD>
    </TR>
    <TR>
      <TD colSpan=4>&nbsp;</TD>
      <TD> <HR align=left width="60%" noShade SIZE=1> </TD>
    </TR>
    <TR>
      <TD colSpan=4>&nbsp;</TD>
      <TD>Name: Brian Miller</TD>
    </TR>
    <TR>
      <TD colSpan=4>&nbsp;</TD>
      <TD>Title: &nbsp;&nbsp;Corporate Secretary</TD>
    </TR>

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<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>3
<FILENAME>oct0302_ex9901.htm
<TEXT>
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<title>Exhibit 99.1</title>
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<p align="right"><font size="2" face="Arial, Helvetica, sans-serif"><strong>EXHIBIT
  99.1</strong></font></p>

 <br>
<br>

<font size="2" face="Arial, Helvetica, sans-serif"> AES Corporation (ticker: AES, exchange:
New York Stock Exchange) News Release - 3-Oct-2002 </font>
<hr >
<font face="Arial, Helvetica, sans-serif">
<p> <strong>AES Launches Exchange Offer for Its Notes Maturing in 2002 and 2003
  as Part of a Broader Refinancing Plan </strong></p>
<p>ARLINGTON, Va., Oct 3, 2002 (BUSINESS WIRE) -- The AES Corporation (NYSE: AES)
  announced today that it had commenced an offer to exchange a combination of
  cash and new senior secured securities for up to $500 million of senior notes
  due in 2002 and 2003. </p>
<p>The offer affects $300,000,000 aggregate principal amount outstanding of its
  8.75% Senior Notes due 2002 (&quot;2002 Notes&quot;) and $200,000,000 aggregate
  principal amount outstanding of its 7.375% Remarketable and Redeemable Securities
  due 2013, which are puttable in 2003 (&quot;ROARs&quot;). Pursuant to the exchange
  offer, AES is offering the following: (1) for each $1,000 principal amount of
  its 2002 Notes, $500 in cash and $500 principal amount of a new issue of its
  10% senior secured notes due 2005 and (2) for each $1,000 principal amount of
  its ROARs, $1,000 principal amount of its new 10% senior secured notes due 2005.
  In addition, holders that tender prior to October 25, 2002 and do not withdraw
  such securities will, if the exchange offer is consummated, be entitled to an
  early tender bonus payment in the amount of $15 for each $1,000 principal amount
  of 2002 Notes tendered and $5 for each $1,000 principal amount of ROARS tendered.
</p>
<p>Consummation of the exchange offer is subject to a number of significant conditions,
  including, without limitation, that (1) valid and unwithdrawn tenders are received
  representing at least 75% in aggregate outstanding principal amount of the 2002
  Notes and the ROARs on a combined basis, (2) AES' concurrent entry into the
  new senior secured credit facility (described below), (3) the valid amendment
  of certain documentation executed in connection with the issuance of the ROARS
  in order to permit the consummation of the exchange offer and (4) the absence
  of certain adverse legal and market developments. </p>
<p>The exchange offer will terminate at 5:00 p.m. on November 8, 2002 unless extended
  (the &quot;Expiration Date&quot;). Tenders of the 2002 Notes and the ROARs may
  be withdrawn at any time prior to the later of October 25, 2002 and the time
  AES announces that it has received valid and unwithdrawn tenders representing
  at least 75% in aggregate principal amount of the 2002 Notes and the ROARs on
  a combined basis but in no event later than the Expiration Date. </p>
<p>The new senior secured notes will be secured equally and ratably with all debt
  outstanding under the new senior secured credit facilities, by first-priority
  liens, subject to certain exceptions and permitted liens, on (i) all of the
  capital stock of domestic subsidiaries owned directly by AES and 65% of the
  capital stock of certain foreign subsidiaries owned directly by AES and (ii)
  certain intercompany receivables, intercompany notes and intercompany tax sharing
  agreements owed to AES by its subsidiaries. In addition, the new senior secured
  notes will be subject to a mandatory offer to repurchase with a portion of the
  net cash proceeds received from certain asset sales by AES. </p>
<p>The offering of the new senior secured notes in the exchange offer is being
  made only to &quot;qualified institutional buyers&quot; and &quot;persons other
  than a U.S. person&quot; located outside the United States, as such terms are
  defined in accordance with Rule 144A and Regulation S of the Securities Act
  of 1933, as amended. </p>
<p>The new senior secured notes will not be registered under the Securities Act
  of 1933, or any state securities laws. Therefore, the new senior secured notes
  may not be offered or sold in the United States absent an exemption from the
  registration requirements of the Securities Act of 1933 and any applicable state
  securities laws. This announcement is neither an offer to sell nor a solicitation
  of an offer to buy the new notes. </p>
<p>Concurrently, AES is also launching a new multi-tranche $1.6 billion senior
  secured credit facility, which will be secured equally and ratably with the
  new senior secured notes. The proposed bank facility will replace the following
  existing facilities: the $850 million revolver due March 2003, the $425 million
  term loan due August 2003, the $262.5 million term loan to AES subsidiary AES
  EDC Funding II L.L.C. due July 2003, and the (pound)52.3 million letter of credit
  facility. Consummation of the new senior secured facility is subject to a number
  of conditions, including the completion of the aforementioned exchange offer
  for the bonds and participation of all of its existing lenders. </p>
<p>CONTACT: AES Corp. Kenneth R. Woodcock, 703/522-1315 <br>
  <br>
</p>
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