UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                              --------------------

                                   FORM 10-K/A
              ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                   For the fiscal year ended November 30, 1996
                         Commission file number 0-23148

                          AES CHINA GENERATING CO. LTD.
             (Exact name of registrant as specified in its charter)



BERMUDA                                                      98-0152612
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                               Identification No.)

3/F(W), Golden Bridge Plaza
No. 1 (A) Jianguomenwai Avenue
Beijing 100020
People's Republic of China                                   Not Applicable
(Address of principal executive offices)                     (Zip Code)



       Registrant's telephone number, including area code: 8610-6508-9619
        Securities registered pursuant to Section 12(b) of the Act: None
           Securities registered pursuant to Section 12(g) of the Act:

 Class A Common Stock, par value $0.01 per share (NASDAQ National Market System)

                              (Title of each class)

                                 ---------------

                                   AMENDMENT 2

                  The undersigned registrant hereby amends, as set forth in the
pages attached hereto, its Annual Report on Form 10-K for the fiscal year ended
November 30, 1996:

                  The Registrant's Annual Report on Form 10-K for the fiscal
year ended November 30, 1996 is hereby amended to file a revised version of
Exhibit 10.44. Revised Exhibit 10.44 is attached hereto.





<PAGE>

SIGNATURES

                  Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, as amended, the Registrant has duly caused this
report to be signed on its behalf by the undersigned, thereunto duly authorized.

                                                  
                                                   AES CHINA GENERATING CO. LTD.
                                                   (Registrant)

Date:  April 11, 1997                              /s/  Jeffery A. Safford
                                                   -----------------------------
                                                   Jeffery A. Safford
                                                   Vice President
                                                   Chief Financial Officer and 
                                                   Secretary



<PAGE>



                                  EXHIBIT INDEX


Exhibit                                                        Sequentially
Number       Document                                          Numbered Page
-------      --------                                          -------------

10.44*       Operation and Offtake Contract between Anhui 
             Provincial Electric Power Corporation, Anhui 
             Liyuan-AES Power Company Ltd. and Hefei Zhongli
             Energy Company Ltd.


-------

* Certain information identified in this exhibit has been omitted pursuant to a 
  request to the Commission for confidential treatment.