EX-4.5



 Exhibit 4.5 

Executed in 21 Counterparts, No.     . 

SUPPLEMENTAL INDENTURE 
 DATED
April 1, 2014 
 UNION ELECTRIC COMPANY 

TO 
 THE BANK OF NEW YORK MELLON,

 AS TRUSTEE 
  

 
 (SUPPLEMENTAL TO
THE INDENTURE OF MORTGAGE AND DEED OF TRUST DATED 
 JUNE 15, 1937, AS AMENDED, EXECUTED BY UNION ELECTRIC COMPANY TO 

THE BANK OF NEW YORK MELLON, AS TRUSTEE) 
  

 
 First Mortgage
Bonds, Senior Notes 
 Series PP 

This instrument was prepared by Gregory L. Nelson, Esq., Senior Vice President, General Counsel 

and Secretary of Union Electric Company, 1901 Chouteau Avenue, St. Louis, Missouri 63103, 

(314) 621-3222. 
 WHEN RECORDED MAIL TO: 

Gerald L. Waters 
 Union Electric Company 

1901 Chouteau Avenue 
 St. Louis, MO 63103 







 SUPPLEMENTAL INDENTURE, dated the 1st day of April, Two thousand and fourteen
(2014) made by and between UNION ELECTRIC COMPANY, a corporation organized and existing under the laws of the State of Missouri (hereinafter called the “Company”), party of the first part, and The Bank of New York Mellon, formerly The
Bank of New York (successor trustee to Bank of America, National Association, formerly Boatmen’s Trust Company), a bank existing under the laws of the State of New York (hereinafter called the “Trustee”), as Trustee under the
Indenture of Mortgage and Deed of Trust dated June 15, 1937, hereinafter mentioned, party of the second part: 
 WHEREAS, the
Company has heretofore executed and delivered to the Trustee its Indenture of Mortgage and Deed of Trust, dated June 15, 1937, as amended May 1, 1941, April 1, 1971, February 1, 1974, July 7, 1980, February 1, 2000,
August 15, 2002 and May 15, 2012 (said Indenture of Mortgage and Deed of Trust as so amended, being hereinafter referred to as the “Original Indenture”), to secure the payment of the principal of and the interest (and premium, if
any) on all bonds at any time issued and outstanding thereunder, and indentures supplemental thereto dated June 15, 1937, May 1, 1941, March 17, 1942, April 13, 1945, April 27, 1945, October 1, 1945, April 11,
1947, April 13, 1949, September 13, 1950, December 1, 1950, September 20, 1951, May 1, 1952, March 1, 1954, May 1, 1955, August 31, 1955, April 1, 1956, July 1, 1956, August 1, 1957,
February 1, 1958, March 1, 1958, November 5, 1958, March 16, 1959, June 24, 1959, December 11, 1959, August 17, 1960, September 1, 1960, October 24, 1960, June 30, 1961, July 1, 1961,
August 9, 1962, September 30, 1963, November 1, 1963, March 12, 1965, April 1, 1965, April 14, 1966, May 1, 1966, February 17, 1967, March 1, 1967, February 19, 1968, March 15, 1968,
August 21, 1968, April 7, 1969, May 1, 1969, September 12, 1969, October 1, 1969, March 26, 1970, April 1, 1970, June 12, 1970, January 1, 1971, April 1, 1971, September 15, 1971,
December 3, 1973, February 1, 1974, April 25, 1974, February 3, 1975, March 1, 1975, June 11, 1975, May 12, 1976, August 16, 1976, April 26, 1977, October 15, 1977, November 7, 1977,
December 1, 1977, August 1, 1978, October 12, 1979, November 1, 1979, July 7, 1980, August 1, 1980, August 20, 1980, February 1, 1981, October 8, 1981, August 27, 1982, September 1, 1982,
December 15, 1982, March 1, 1983, June 21, 1984, December 12, 1984, June 11, 1985, March 1, 1986, May 1, 1986, May 1, 1990, December 1, 1991, December 4, 1991, January 1, 1992,
September 30, 1992, October 1, 1992, December 1, 1992, February 1, 1993, February 18, 1993, May 1, 1993, August 1, 1993, October 1, 1993, January 1, 1994, February 1, 2000, August 15, 2002,
March 5, 2003, April 1, 2003, July 15, 2003, October 1, 2003, February 1, 2004 (eight separate indentures supplemental thereto), May 1, 2004, September 1, 2004, January 1, 2005, July 1, 2005,
December 1, 2005, June 1, 2007, April 1, 2008, June 1, 2008, March 1, 2009 and September 1, 2012 respectively, have heretofore been entered into between the Company and the Trustee; and 

WHEREAS, Bonds have heretofore been issued by the Company under the Original Indenture as follows: 

(1) $80,000,000 principal amount of First Mortgage and Collateral Trust Bonds, 3 3/4% Series due 1962, all of which have
been redeemed prior to the date of the execution hereof; 
 (2) $90,000,000 principal amount of First Mortgage and Collateral
Trust Bonds, 3 3/8% Series due 1971, which are described in the Supplemental Indenture dated May 1, 1941 (hereinafter called the “Supplemental Indenture of May 1, 1941”), all of which have been paid at maturity prior to the
date of the execution hereof; 
 (3) $13,000,000 principal amount of First Mortgage and Collateral Trust Bonds, 2 3/4%
Series due 1975, which are described in the Supplemental Indenture dated October 1, 1945 (hereinafter called the “Supplemental Indenture of October 1, 1945”), all of which have been paid at maturity prior to the date of the
execution hereof; 
 (4) $25,000,000 principal amount of First Mortgage and Collateral Trust Bonds, 2 7/8% Series due
1980, which are described in the Supplemental Indenture dated December 1, 1950 (hereinafter called the “Supplemental Indenture of December 1, 1950”), all of which have been paid at maturity prior to the date of the execution
hereof; 
 (5) $30,000,000 principal amount of First Mortgage and Collateral Trust Bonds, 3 1/4% Series due 1982, which
are described in the Supplemental Indenture dated May 1, 1952 (hereinafter called the “Supplemental Indenture of May 1, 1952”), all of which have been paid at maturity prior to the date of the execution hereof; 







 (6) $40,000,000 principal amount of First Mortgage Bonds, 3 3/4% Series due
1986, which are described in the Supplemental Indenture dated July 1, 1956 (hereinafter called the “Supplemental Indenture of July 1, 1956”), all of which have been paid at maturity prior to the date of the execution hereof; 

(7) $35,000,000 principal amount of First Mortgage Bonds, 4 3/8% Series due 1988, which are described in the Supplemental
Indenture dated March 1, 1958 (hereinafter called the “Supplemental Indenture of March 1, 1958”), all of which have been paid at maturity prior to the date of the execution hereof; 

(8) $50,000,000 principal amount of First Mortgage Bonds, 4 3/4% Series due 1990 (herein called the “Bonds of 1990
Series”), which are described in the Supplemental Indenture dated September 1, 1960 (hereinafter called the “Supplemental Indenture of September 1, 1960”), all of which have been paid at maturity prior to the date of the
execution hereof; 
 (9) $30,000,000 principal amount of First Mortgage Bonds, 4 3/4% Series due 1991, which are
described in the Supplemental Indenture dated July 1, 1961 (hereinafter called the “Supplemental Indenture of July 1, 1961”), all of which have been paid at maturity prior to the date of the execution hereof; 

(10) $30,000,000 principal amount of First Mortgage Bonds, 4 1/2% Series due 1993, which are described in the Supplemental
Indenture dated November 1, 1963 (hereinafter called the “Supplemental Indenture of November 1, 1963”), all of which have been redeemed prior to the date of the execution hereof; 

(11) $35,000,000 principal amount of First Mortgage Bonds, 4 1/2% Series due 1995, which are described in the Supplemental
Indenture dated April 1, 1965 (hereinafter called the “Supplemental Indenture of April 1, 1965”), all of which have been paid at maturity prior to the date of the execution hereof; 

(12) $30,000,000 principal amount of First Mortgage Bonds, 5 1/2% Series due 1996, which are described in the Supplemental
Indenture dated May 1, 1966 (hereinafter called the “Supplemental Indenture of May 1, 1966”), all of which have been paid at maturity prior to the date of the execution hereof; 

(13) $40,000,000 principal amount of First Mortgage Bonds, 5 1/2% Series due 1997, which are described in the Supplemental
Indenture dated March 1, 1967 (hereinafter called the “Supplemental Indenture of March 1, 1967”), all of which have been paid at maturity prior to the date of the execution hereof; 

(14) $50,000,000 principal amount of First Mortgage Bonds, 7% Series due 1998, which are described in the Supplemental
Indenture dated March 15, 1968 (hereinafter called the “Supplemental Indenture of March 15, 1968”), all of which have been redeemed prior to the date of the execution hereof; 

(15) $35,000,000 principal amount of First Mortgage Bonds, 7 3/8% Series due 1999, which are described in the Supplemental
Indenture dated May 1, 1969 (hereinafter called the “Supplemental Indenture of May 1, 1969”), all of which have been redeemed prior to the date of the execution hereof; 

(16) $40,000,000 principal amount of First Mortgage Bonds, 8 1/4% Series due 1999, which are described in the Supplemental
Indenture dated October 1, 1969 (hereinafter called the “Supplemental Indenture of October 1, 1969”), all of which have been redeemed prior to the date of the execution hereof; 

  
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 (17) $100,000,000 principal amount of First Mortgage Bonds, 9.95% Series due
1999, which are described in the Supplemental Indenture dated November 1, 1979 (hereinafter called the “Supplemental Indenture of November 1, 1979”), all of which have been redeemed prior to the date of the execution hereof; 

(18) $60,000,000 principal amount of First Mortgage Bonds, 9% Series due 2000, which are described in the Supplemental
Indenture dated April 1, 1970 (hereinafter called the “Supplemental Indenture of April 1, 1970”), all of which have been redeemed prior to the date of the execution hereof; 

(19) $50,000,000 principal amount of First Mortgage Bonds, 7 7/8% Series due 2001, which are described in the Supplemental
Indenture dated January 1, 1971 (hereinafter called the “Supplemental Indenture of January 1, 1971”), all of which have been redeemed prior to the date of the execution hereof; 

(20) $50,000,000 principal amount of First Mortgage Bonds, 7 5/8% Series due 2001, which are described in the Supplemental
Indenture dated April 1, 1971 (hereinafter called the “Supplemental Indenture of April 1, 1971”), all of which have been redeemed prior to the date of the execution hereof; 

(21) $60,000,000 principal amount of First Mortgage Bonds, 8 1/8% Series due 2001, which are described in the Supplemental
Indenture dated September 15, 1971 (hereinafter called the “Supplemental Indenture of September 15, 1971”), all of which have been redeemed prior to the date of the execution hereof; 

(22) $70,000,000 principal amount of First Mortgage Bonds, 8 3/8% Series due 2004, which are described in the Supplemental
Indenture dated February 1, 1974 (hereinafter called the “Supplemental Indenture of February 1, 1974”), all of which have been redeemed prior to the date of the execution hereof; 

(23) $70,000,000 principal amount of First Mortgage Bonds, 10 1/2% Series due 2005, which are described in the
Supplemental Indenture dated March 1, 1975 (hereinafter called the “Supplemental Indenture of March 1, 1975”), all of which have been redeemed prior to the date of the execution hereof; 

(24) $70,000,000 principal amount of First Mortgage Bonds, 8 7/8% Series due 2006, which are described in the Supplemental
Indenture dated August 16, 1976 (hereinafter called the “Supplemental Indenture of August 16, 1976”), all of which have been redeemed prior to the date of the execution hereof; 

(25) $27,085,000 principal amount of First Mortgage Bonds, 5.80% Environmental Improvement Series 1977, which are
described in the Supplemental Indenture dated October 15, 1977 (hereinafter called the “Supplemental Indenture of October 15, 1977”), all of which have been redeemed prior to the date of the execution hereof; 

(26) $60,000,000 principal amount of First Mortgage Bonds, 8 5/8% Series due 2007, which are described in the Supplemental
Indenture dated December 1, 1977 (hereinafter called the “Supplemental Indenture of December 1, 1977”), all of which have been redeemed prior to the date of the execution hereof; 

(27) $55,000,000 principal amount of First Mortgage Bonds, 9.35% Series due 2008, which are described in the Supplemental
Indenture dated August 1, 1978 (hereinafter called the “Supplemental Indenture of August 1, 1978”), all of which have been redeemed prior to the date of the execution hereof; 

(28) $60,000,000 principal amount of First Mortgage Bonds, Environmental Improvement Series 1980, which are described in
the Supplemental Indenture dated August 1, 1980 (hereinafter called the “Supplemental Indenture of August 1, 1980”), all of which have been redeemed prior to the date of the execution hereof; 

(29) $150,000,000 principal amount of First Mortgage Bonds, 15 3/8% Series due 1991, which are described in the
Supplemental Indenture dated February 1, 1981 (hereinafter called the “Supplemental Indenture of February 1, 1981”), all of which have been redeemed prior to the date of the execution hereof; 

  
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 (30) $125,000,000 principal amount of First Mortgage Bonds, 15% Series due
1992, which are described in the Supplemental Indenture dated September 1, 1982 (hereinafter called the “Supplemental Indenture of September 1, 1982”), all of which have been redeemed prior to the date of the execution hereof;

 (31) $100,000,000 principal amount of First Mortgage Bonds, 13% Series due 2013, which are described in the
Supplemental Indenture dated March 1, 1983 (hereinafter called the “Supplemental Indenture of March 1, 1983”), all of which have been redeemed prior to the date of the execution hereof; 

(32) $100,000,000 principal amount of First Mortgage Bonds, 9 3/8% Series due 2016, which are described in the
Supplemental Indenture dated March 1, 1986 (hereinafter called the “Supplemental Indenture of March 1, 1986”), all of which have been redeemed prior to the date of the execution hereof; 

(33) $100,000,000 principal amount of First Mortgage Bonds, 8 7/8% Series due 1996, which are described in the
Supplemental Indenture dated May 1, 1986 (hereinafter called the “Supplemental Indenture of May 1, 1986”), all of which have been redeemed prior to the date of the execution hereof; 

(34) $60,000,000 principal amount of First Mortgage Bonds, Environmental Improvement Series 1990A, which are described in
the Supplemental Indenture dated May 1, 1990 (hereinafter called the “Supplemental Indenture of May 1, 1990”), all of which have been redeemed prior to the date of the execution hereof; 

(35) $125,000,000 principal amount of First Mortgage Bonds, 8 3/4% Series due 2021, which are described in the
Supplemental Indenture dated December 1, 1991 (hereinafter called the “Supplemental Indenture of December 1, 1991”), all of which have been redeemed prior to the date of the execution hereof; 

(36) $75,000,000 principal amount of First Mortgage Bonds, 8.33% Series due 2002, which are described in the Supplemental
Indenture dated December 4, 1991 (hereinafter called the “Supplemental Indenture of December 4, 1991”), all of which have been paid at maturity prior to the date of the execution hereof; 

(37) $100,000,000 principal amount of First Mortgage Bonds, 7.65% Series due 2003, which are described in the Supplemental
Indenture dated January 1, 1992 (hereinafter called the “Supplemental Indenture of January 1, 1992”), all of which have been paid at maturity prior to the date of the execution hereof; 

(38) $204,000,000 aggregate principal amount of First Mortgage Bonds, consisting of $100,000,000 principal amount of 6 3/4%
Series due 1999 and $104,000,000 principal amount of 8 1/4% Series due 2022, which are described in the Supplemental Indenture dated October 1, 1992 (hereinafter called the “Supplemental Indenture of October 1, 1992”),
all of which have been paid at maturity or redeemed, respectively, prior to the date of execution hereof; 
 (39)
$170,000,000 aggregate principal amount of First Mortgage Bonds, consisting of $85,000,000 principal amount of 7 3/8% Series due 2004 and $85,000,000 principal amount of 8% Series due 2022, which are described in the Supplemental Indenture
dated December 1, 1992 (hereinafter called the “Supplemental Indenture of December 1, 1992”), all of which have been paid at maturity or redeemed, respectively, prior to the date of the execution hereof; 

(40) $188,000,000 principal amount of First Mortgage Bonds, 6 7/8% Series due 2004, which are described in the
Supplemental Indenture dated February 1, 1993 (hereinafter called the “Supplemental Indenture of February 1, 1993”), all of which have been paid at maturity prior to the date of the execution hereof; 

  
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 (41) $148,000,000 principal amount of First Mortgage Bonds, 6 3/4%
Series due 2008, which are described in the Supplemental Indenture dated May 1, 1993 (hereinafter called the “Supplemental Indenture of May 1, 1993”), all of which have been paid at maturity prior to the date of the
execution hereof; 
 (42) $75,000,000 principal amount of First Mortgage Bonds, 7.15% Series due 2023, which are
described in the Supplemental Indenture dated August 1, 1993 (hereinafter called the “Supplemental Indenture of August 1, 1993”), all of which have been redeemed prior to the date of the execution hereof; 

(43) $44,000,000 principal amount of First Mortgage Bonds, Environmental Improvement Series 1993 (expected to mature in
2028), which are described in the Supplemental Indenture dated October 1, 1993 (hereinafter called the “Supplemental Indenture of October 1, 1993”), $5,000 of which are outstanding at the date of the execution hereof; 

(44) $100,000,000 principal amount of First Mortgage Bonds, 7% Series due 2024, which are described in the Supplemental
Indenture dated January 1, 1994 (hereinafter called the “Supplemental Indenture of January 1, 1994”), all of which have been redeemed prior to the date of the execution hereof; 

(45) $173,000,000 principal amount of First Mortgage Bonds, Senior Notes Series AA, which are described in the
Supplemental Indenture dated August 15, 2002 (hereinafter called the “Supplemental Indenture of August 15, 2002”), all of which have been deemed paid at maturity prior to the date of the execution hereof; 

(46) $184,000,000 principal amount of First Mortgage Bonds, Senior Notes Series BB, which are described in the
Supplemental Indenture dated March 5, 2003 (hereinafter called the “Supplemental Indenture of March 5, 2003”), all of which are outstanding at the date of the execution hereof; 

(47) $114,000,000 principal amount of First Mortgage Bonds, Senior Notes Series CC, which are described in the
Supplemental Indenture dated April 1, 2003 (hereinafter called the “Supplemental Indenture of April 1, 2003”), all of which are outstanding at the date of the execution hereof; 

(48) $200,000,000 principal amount of First Mortgage Bonds, Senior Notes Series DD, which are described in the
Supplemental Indenture dated July 15, 2003 (hereinafter called the “Supplemental Indenture of July 15, 2003”), $198,657,000 of which are outstanding at the date of the execution hereof; 

(49) $200,000,000 principal amount of First Mortgage Bonds, Senior Notes Series EE, which are described in the
Supplemental Indenture dated October 1, 2003 (hereinafter called the “Supplemental Indenture of October 1, 2003”), all of which have been deemed paid at maturity prior to the date of the execution hereof; 

(50) $60,000,000 principal amount of First Mortgage Bonds, Environmental Improvement Series 2004A (1998A Bonds), which are
described in the Supplemental Indenture dated February 1, 2004 (hereinafter called the “Series 2004A Supplemental Indenture of February 1, 2004”), all of which are outstanding at the date of the execution hereof; 

(51) $50,000,000 principal amount of First Mortgage Bonds, Environmental Improvement Series 2004B (1998B Bonds), which are
described in the Supplemental Indenture dated February 1, 2004 (hereinafter called the “Series 2004B Supplemental Indenture of February 1, 2004”), all of which are outstanding at the date of the execution hereof; 

  
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 (52) $50,000,000 principal amount of First Mortgage Bonds, Environmental
Improvement Series 2004C (1998C Bonds), which are described in the Supplemental Indenture dated February 1, 2004 (hereinafter called the “Series 2004C Supplemental Indenture of February 1, 2004”), all of which are
outstanding at the date of the execution hereof; 
 (53) $63,000,000 principal amount of First Mortgage Bonds, Environmental
Improvement Series 2004D (2000B Bonds), which are described in the Supplemental Indenture dated February 1, 2004 (hereinafter called the “Series 2004D Supplemental Indenture of February 1, 2004”), all of which have been
retired at the date of the execution hereof; 
 (54) $63,500,000 principal amount of First Mortgage Bonds, Environmental
Improvement Series 2004E (2000A Bonds), which are described in the Supplemental Indenture dated February 1, 2004 (hereinafter called the “Series 2004E Supplemental Indenture of February 1, 2004”), all of which have been
retired at the date of the execution hereof; 
 (55) $60,000,000 principal amount of First Mortgage Bonds, Environmental
Improvement Series 2004F (2000C Bonds), which are described in the Supplemental Indenture dated February 1, 2004 (hereinafter called the “Series 2004F Supplemental Indenture of February 1, 2004”), all of which have been
retired at the date of the execution hereof; 
 (56) $42,585,000 principal amount of First Mortgage Bonds, Environmental
Improvement Series 2004G (1991 Bonds), which are described in the Supplemental Indenture dated February 1, 2004 (hereinafter called the “Series 2004G Supplemental Indenture of February 1, 2004”), all of which have been
retired at the date of the execution hereof; 
 (57) $47,500,000 principal amount of First Mortgage Bonds, Environmental
Improvement Series 2004H (1992 Bonds), which are described in the Supplemental Indenture dated February 1, 2004 (hereinafter called the “Series 2004H Supplemental Indenture of February 1, 2004”), all of which are
outstanding at the date of the execution hereof; 
 (58) $104,000,000 principal amount of First Mortgage Bonds, Senior Notes
Series FF, which are described in the Supplemental Indenture dated May 1, 2004 (hereinafter called the “Supplemental Indenture of May 1, 2004”), all of which are outstanding at the date of the execution hereof; 

(59) $300,000,000 principal amount of First Mortgage Bonds, Senior Notes Series GG, which are described in the
Supplemental Indenture dated September 1, 2004 (hereinafter called the “Supplemental Indenture of September 1, 2004”), $244,311,000 of which are outstanding at the date of the execution hereof; 

(60) $85,000,000 principal amount of First Mortgage Bonds, Senior Notes Series HH, which are described in the Supplemental
Indenture dated January 1, 2005 (hereinafter called the “Supplemental Indenture of January 1, 2005”), all of which are outstanding at the date of the execution hereof; 

(61) $300,000,000 principal amount of First Mortgage Bonds, Senior Notes Series II, which are described in the
Supplemental Indenture dated July 1, 2005 (hereinafter called the “Supplemental Indenture of July 1, 2005”), all of which are outstanding at the date of the execution hereof; 

(62) $260,000,000 principal amount of First Mortgage Bonds, Senior Notes Series JJ, which are described in the
Supplemental Indenture dated December 1, 2005 (hereinafter called the “Supplemental Indenture of December 1, 2005”), all of which are outstanding at the date of the execution hereof; 

(63) $425,000,000 principal amount of First Mortgage Bonds, Senior Notes, Series KK, which are described in the
Supplemental Indenture dated June 1, 2007 (hereinafter called the “Supplemental Indenture of June 1, 2007”), all of which are outstanding at the date of the execution hereof; 

  
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 (64) $250,000,000 principal amount of First Mortgage Bonds, Senior Notes,
Series LL, which are described in the Supplemental Indenture dated April 1, 2008 (hereinafter called the “Supplemental Indenture of April 1, 2008”), $178,520,000 of which are outstanding at the date of the execution hereof;

 (65) $450,000,000 principal amount of First Mortgage Bonds, Senior Notes, Series MM, which are described in the
Supplemental Indenture dated June 1, 2008 (hereinafter called the “Supplemental Indenture of June 1, 2008”), $329,283,000 of which are outstanding at the date of the execution hereof; 

(66) $350,000,000 principal amount of First Mortgage Bonds, Senior Notes, Series NN, which are described in the
Supplemental Indenture dated March 1, 2009 (hereinafter called the “Supplemental Indenture of March 1, 2009”), all of which are outstanding at the date of the execution hereof; and 

(67) $485,000,000 principal amount of First Mortgage Bonds, Senior Notes, Series OO, which are described in the
Supplemental Indenture dated September 1, 2012 (hereinafter called the “Supplemental Indenture of September 1, 2012”), all of which are outstanding at the date of the execution hereof; and 

WHEREAS, the Company on August 31, 1955 acquired all of the properties of Union Electric Power Company, the Subsidiary as defined
in Article I of the Original Indenture, upon the dissolution of the Subsidiary; the Company, by Supplemental Indenture dated August 31, 1955, conveyed all of the properties so acquired (other than property of the character defined as
excepted property in the granting clauses of the Original Indenture) to the Trustee upon the terms and trusts in the Original Indenture and the indentures supplemental thereto set forth for the equal and proportionate benefit and security of all
present and future holders of the Bonds and coupons issued and to be issued thereunder, all the shares of stock of the Subsidiary were released from the lien of the Original Indenture; and the Company became entitled to change the general
designation of the Bonds so as to omit the words “and Collateral Trust”; and 
 WHEREAS, the Articles of
Incorporation of the Company were duly amended on April 23, 1956, to change its corporate name from “Union Electric Company of Missouri” to “Union Electric Company”; and 

WHEREAS, the Articles of Agreement of the Trustee were duly amended effective on January 4, 1982 to change its corporate name from
“St. Louis Union Trust Company” to “Centerre Trust Company of St. Louis”, and further amended on December 9, 1988, to change its corporate name from “Centerre Trust Company of St. Louis” to “Boatmen’s
Trust Company”; and 
 WHEREAS, that on March 13, 1998, Boatmen’s Trust Company merged into NationsBank,
National Association and effective July 5, 1999, changed its name to Bank of America, National Association; and 

WHEREAS, that on February 1, 2000, The Bank of New York, as transferee of the corporate trust business of Bank of America,
National Association (formerly known as Boatmen’s Trust Company), Trustee under the Original Indenture, became successor Trustee under the Original Indenture; and 

WHEREAS, that effective as of July 1, 2008, The Bank of New York changed its name to The Bank of New York Mellon; and 

WHEREAS, the Company is entitled at this time to have authenticated and delivered additional Bonds on the basis of “property
additions” upon compliance with and pursuant to the provisions of Section 4 of Article III of the Original Indenture or on the basis of “refundable Bonds” upon compliance with and pursuant to the provisions of Section 5
of Article III of the Original Indenture; and 
 WHEREAS, the Company has entered into an Indenture dated as of
August 15, 2002 (the “Senior Note Indenture”) with The Bank of New York, now known as Bank of New York Mellon, as trustee (the “Senior Note Trustee”) providing for the issuance from time to time of senior notes thereunder;
and 

  
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 WHEREAS, the Company desires by this Supplemental Indenture to provide for the creation
of, and the issuance to the Senior Note Trustee of, a new series of Bonds under the Original Indenture as security for $350,000,000 aggregate principal amount of the Company’s 3.50% Senior Secured Notes due 2024 (the “Senior Notes”)
to be issued under the Senior Note Indenture, to have the designation provided in Article I, Section 1 hereof (herein called the “New Bonds”), and the Original Indenture provides that certain terms and provisions, as determined
by the Board of Directors of the Company, of the Bonds of any particular series may be expressed in and provided by the execution of an appropriate supplemental indenture; and 

WHEREAS, the Original Indenture provides that the Company and the Trustee may enter into indentures supplemental to the Original
Indenture specifically to convey, transfer and assign to the Trustee and to subject to the lien of the Original Indenture additional properties acquired by the Company; and 

WHEREAS, the Company, in the exercise of the powers and authority conferred upon and reserved to it under the provisions of the
Original Indenture and pursuant to appropriate resolutions of the Board of Directors, has duly resolved and determined to make, execute and deliver to the Trustee a Supplemental Indenture in the form hereof for the purposes herein provided; and

 WHEREAS, all conditions and requirements necessary to make this Supplemental Indenture a valid, binding and legal instrument
have been done, performed and fulfilled and the execution and delivery hereof have been in all respects duly authorized; 
 NOW,
THEREFORE, THIS INDENTURE WITNESSETH: 
 That, in consideration of the premises and of the mutual covenants herein contained and of the
acceptance of this trust by the Trustee and of the sum of One Dollar duly paid by the Trustee to the Company at or before the time of the execution of this Supplemental Indenture, and of other valuable considerations, the receipt whereof is hereby
acknowledged, and in order further to secure the payment of the principal of and interest (and premium, if any) on all Bonds at any time issued and outstanding under the Original Indenture, according to their tenor and effect, and to secure the
Senior Notes, the Company has executed and delivered this Supplemental Indenture and has granted, bargained, sold, warranted, aliened, remised, released, conveyed, assigned, transferred, mortgaged, pledged, set over and confirmed and by these
presents does grant, bargain, sell, warrant, alien, remise, release, convey, assign, transfer, mortgage, pledge, set over and confirm unto The Bank of New York Mellon, as Trustee, and to its successors in trust under the Original Indenture forever,
all and singular the following described properties (in addition to all other properties heretofore subjected to the lien of the Original Indenture and not heretofore released from the lien thereof)—that is to say: 

FIRST. 
 ALL (except as in
the Original Indenture expressly excepted) power houses, plants, buildings and other structures, dams, dam sites, substations, heating plants, gas works, holders and tanks, together with all and singular the electric, heating, gas and mechanical
appliances appurtenant thereto of every nature whatsoever, now owned by the Company, including all and singular the machinery, engines, boilers, furnaces, generators, dynamos, turbines and motors, and all and every character of mechanical appliance
for generating or producing electricity, steam, gas and other agencies for light, heat, cold, or power or other purposes, and all transmission and distribution systems used for the transmission and distribution of electricity, steam, gas and other
agencies for light, heat, cold or power or any other purpose whatsoever, whether underground or overhead, surface or otherwise, now owned by the Company, including all poles, towers, posts, wires, cables, conduits, manholes, mains, pipes, tubes,
drains, furnaces, switchboards, transformers, conductors, insulators, supports, meters, lamps, fuses, junction boxes, regulator stations, and other electric, steam and gas fixtures and apparatus; all of the aforementioned property being located in
the City of St. Louis, the counties of Adair, Audrain, Benton, Bollinger, Boone, Butler, Caldwell, Callaway, Camden, Cape Girardeau, Clark, Clay, Clinton, Cole, Cooper, Crawford, Daviess, Dunklin, Franklin, Gasconade, Howard, Iron, Jefferson, Knox,
Lewis, Lincoln, Livingston, Macon, Madison, Maries, Marion, Miller, Mississippi, Moniteau, Montgomery, Morgan, New Madrid, Osage, Pemiscot, Perry, Pettis, Phelps, Pike, Pulaski, Ralls, Randolph, Ray, Reynolds, Ripley, St. Charles, St. Francois, Ste.
Genevieve, St. Louis, Saline, Schuyler, Scott, Stoddard, Warren, Washington, and Wayne, Missouri, the counties of Clay, Hancock, Henderson, Madison, Marion, Perry, Piatt and St. Clair, Illinois, and the counties of Des Moines, Henry, Johnson,
Lee, and Washington, Iowa, upon real estate 

  
 8 








 
owned by the Company, or occupied by it under rights to so occupy, which real estate is described in, or added through the provisions of, the Indenture of Mortgage and Deed of Trust dated
June 15, 1937, the Supplemental Indentures dated May 1, 1941, March 17, 1942, April 13, 1945, April 27, 1945, October 1, 1945, April 11, 1947, April 13, 1949, September 13, 1950, December 1, 1950,
September 20, 1951, May 1, 1952, March 1, 1954, May 1, 1955, August 31, 1955, April 1, 1956, July 1, 1956, August 1, 1957, February 1, 1958, March 1, 1958, November 5, 1958, March 16, 1959,
June 24, 1959, December 11, 1959, August 17, 1960, September 1, 1960, October 24, 1960, June 30, 1961, July 1, 1961, August 9, 1962, September 30, 1963, November 1, 1963, March 12, 1965,
April 1, 1965, April 14, 1966, May 1, 1966, February 17, 1967, March 1, 1967, February 19, 1968, March 15, 1968, August 21, 1968, April 7, 1969, May 1, 1969, September 12, 1969, October 1,
1969, March 26, 1970, April 1, 1970, June 12, 1970, January 1, 1971, April 1, 1971, September 15, 1971, December 3, 1973, February 1, 1974, April 25, 1974, February 3, 1975, March 1, 1975,
June 11, 1975, May 12, 1976, August 16, 1976, April 26, 1977, October 15, 1977, November 7, 1977, December 1, 1977, August 1, 1978, October 12, 1979, November 1, 1979, July 7, 1980,
August 1, 1980, August 20, 1980, February 1, 1981, October 8, 1981, August 27, 1982, September 1, 1982, December 15, 1982, March 1, 1983, June 21, 1984, December 12, 1984, June 11, 1985,
March 1, 1986, May 1, 1986, May 1, 1990, December 1, 1991, December 4, 1991, January 1, 1992, September 30, 1992, October 1, 1992, December 1, 1992, February 1, 1993, February 18, 1993,
May 1, 1993, August 1, 1993, October 1, 1993, January 1, 1994, February 1, 2000, August 15, 2002, March 5, 2003, April 1, 2003, July 15, 2003, October 1, 2003, February 1, 2004 (eight separate
supplemental indentures), May 1, 2004, September 1, 2004, January 1, 2005, July 1, 2005, December 1, 2005, June 1, 2007, April 1, 2008, June 1, 2008, March 1, 2009, May 15,
2012, September 1, 2012 and this Supplemental Indenture, or attached to or connected with such real estate or transmission or distribution systems of the Company leading from or into such real estate. 

SECOND. 
 ALSO,
(except as in the Original Indenture expressly excepted) all franchises and all permits, ordinances, easements, privileges, immunities and licenses, all rights to construct, maintain and operate overhead, surface and underground systems for the
distribution and transmission of electricity, steam, gas or other agencies for the supply to itself or others of light, heat, cold or power, all rights-of-way, all waters, water rights and flowage rights and all grants and consents, now owned or,
subject to the provisions of Article XII of the Original Indenture, which it may hereafter acquire. 
 ALSO, (except as
in the Original Indenture expressly excepted) all inventions, patent rights and licenses of every kind now owned by the Company or, subject to the provisions of Article XII of the Original Indenture, which it may hereafter acquire. 

THIRD. 
 ALSO,
subject to the provisions of Article XII of the Original Indenture, all other property, real, personal and mixed (except as therein or herein expressly excepted) of every nature and kind and wheresoever situated now or hereafter possessed by or
belonging to the Company, or to which it is now, or may at any time hereafter be, in any manner entitled at law or in equity. 

EXPRESSLY EXCEPTING AND EXCLUDING, HOWEVER, from this Supplemental Indenture and from the lien and operation hereof: 

(a) all property expressly excepted and excluded from the Original Indenture, and from the lien and operation thereof; and 

(b) when the amendment set forth in Section 2 of Article III of the Supplemental Indenture dated May 15, 2012 becomes effective, all
Excepted Property as defined in such Section. 
 TO HAVE AND TO HOLD all said properties, real, personal and mixed, mortgaged,
pledged and conveyed by the Company as aforesaid, or intended so to be, unto the Trustee and its successors and assigns forever; 

  
 9 








 SUBJECT, HOWEVER, to the exceptions and reservations and matters hereinabove recited, to
existing leases, to existing liens upon rights of way for transmission or distribution line purposes, as defined in Article I of the Original Indenture, and any extensions thereof, and subject to existing easements for streets, alleys,
highways, rights-of-way and railroad purposes over, upon and across certain of the property hereinbefore described, and subject also to all the terms, conditions, agreements, covenants, exceptions and reservations expressed or provided in the deeds
or other instruments respectively under and by virtue of which the Company acquired the properties hereinabove described, and to undetermined liens and charges, if any, incidental to construction or other existing permitted liens as defined in
Article I of the Original Indenture; 
 IN TRUST, NEVERTHELESS, upon the terms and trusts in the Original Indenture and
the indentures supplemental thereto, including this Supplemental Indenture, set forth, for the equal and proportionate benefit and security of all present and future holders of the Bonds and coupons issued and to be issued thereunder, or any of
them, without preference of any of said Bonds and coupons of any particular series over the Bonds and coupons of any other series, by reason of priority in the time of the issue, sale or negotiation thereof, or by reason of the purpose of issue or
otherwise howsoever, except as otherwise provided in Section 2 of Article IV of the Original Indenture. 
 AND IT IS
HEREBY COVENANTED, DECLARED AND AGREED, by and between the parties hereto, for the benefit of those who shall hold the Bonds and coupons, or any of them to be issued under the Original Indenture, as follows: 

ARTICLE I 
 DESCRIPTION OF THE
NEW BONDS 
 Section 1. There is hereby created a new series of Bonds to be executed, authenticated and delivered under and secured
by the Original Indenture which shall, subject to the provisions of Section 1 of Article II of the Original Indenture, be designated as “First Mortgage Bonds, Senior Notes Series PP” (the “New Bonds”) of the
Company. The New Bonds shall be executed, authenticated and delivered in accordance with the provisions of, and shall in all respects be subject to all of the terms, conditions and covenants of, the Original Indenture and shall be issued to,
and registered in the name of, the Senior Note Trustee under the Senior Note Indenture to secure any and all obligations of the Company under the Senior Notes and any other series of senior notes from time to time outstanding under the Senior Note
Indenture. 
 The New Bonds shall mature on April 15, 2024, and shall bear interest at the rate per annum set forth in the form of the
New Bond contained in Section 3 of this Article I, payable semi-annually on the 15th day of April and the 15th day of October in each year, commencing on October 15, 2014, and at maturity. The New Bonds
shall be payable as to principal and interest in any coin or currency of the United States of America which at the time of payment is legal tender for public and private debts, and shall be payable, in immediately available funds, at the office of
the Senior Note Trustee. 
 Section 2. The New Bonds shall not be assignable or transferable except as permitted or required by
Section 4.04 of the Senior Note Indenture. Any such transfer shall be effected at the principal office or place of business of the Trustee under the Original Indenture. The New Bonds are exchangeable for the New Bonds of other
denominations, as in the Original Indenture provided, except that payment of a service charge therefor will not be required by the Company. 

Notwithstanding the provisions of Section 6 of Article II of the Original Indenture, the New Bonds shall be dated the date of
authentication and shall bear interest from the interest payment date to which interest on the New Bonds has been paid next preceding the date thereof, unless such date is an interest payment date to which interest has been paid, in which case they
shall bear interest from the date thereof, or unless the date thereof is prior to October 15, 2014, in which case they shall bear interest from April 4, 2014; provided, however, that, subject to the provisions of this Section with
respect to failure by the Company to pay any interest on an interest payment date, the holder of any New Bond dated after a record date (as hereinafter defined) for the payment of interest and prior to the date of payment of such interest shall not
be entitled to payment of such interest and shall have no claim against the Company with respect thereto. 

  
 10 








 The person in whose name any New Bond is registered at the close of business on any record date
with respect to any interest payment date shall be entitled to receive the interest payable on such interest payment date notwithstanding the cancellation of such Bond upon any transfer or exchange thereof subsequent to the record date and prior to
such interest payment date, except if and to the extent the Company shall default in the payment of the interest due on such interest payment date, in which case such defaulted interest shall be paid to the person in whose name such Bond is
registered on the date of payment of such defaulted interest or on a subsequent record date for such payment if one shall have been established as hereinafter provided. A subsequent record date may be established by the Company by notice mailed
to the holders of the New Bonds not less than ten days preceding such record date, which record date shall be not more than thirty days prior to the subsequent interest payment date. The term “record date” as used in this
Section with respect to any regular interest payment date shall mean the April 1 or October 1, as the case may be, next preceding such interest payment date, or, if such April 1 or October 1 shall be a legal holiday in the
State of New York or in the State of Missouri or a day on which banking institutions in the Borough of Manhattan, The City of New York, or the City of St. Louis, Missouri, are authorized by law to close, the next preceding day which shall not be a
legal holiday or a day on which such institutions are so authorized to close. 
 Upon any payment of the principal of, premium, if any, and
interest on, all or any portion of the Senior Notes, whether at maturity or prior to maturity by redemption or otherwise or upon provision for the payment thereof having been made in accordance with Section 5.01(a) of the Senior Note
Indenture, the New Bonds in a principal amount equal to the principal amount of such Senior Notes shall, to the extent of such payment of principal, premium, if any, and interest, be deemed paid and the obligation of the Company thereunder to make
such payment shall be discharged to such extent and, in the case of the payment of principal (and premium, if any), such New Bonds shall be surrendered to the Company for cancellation as provided in Section 4.08 of the Senior Note Indenture.
The Trustee may at any time and all times conclusively assume that the obligation of the Company to make payments with respect to the principal of, premium, if any, and interest on the Senior Notes, so far as such payments at the time have become
due, has been fully satisfied and discharged pursuant to the foregoing sentence unless and until the Trustee shall have received a written notice from the Senior Note Trustee signed by one of its officers stating (i) the timely payment of
principal, or premium, if any, or interest on, the Senior Notes has not been made, (ii) that the Company is in arrears as to the payments required to be made by it to the Senior Note Trustee pursuant to the Senior Note Indenture, and
(iii) the amount of the arrearage. 
 Section 3. The New Bonds and the Trustee’s certificate on the New Bonds shall be
substantially in the following forms respectively: 
 [FORM OF FACE OF NEW BOND] 

 

			
	No.	  	$

 NOTWITHSTANDING ANY PROVISIONS HEREOF OR IN THE ORIGINAL INDENTURE THIS BOND 

IS NOT ASSIGNABLE OR TRANSFERABLE EXCEPT AS PERMITTED OR REQUIRED BY 

SECTION 4.04 OF THE INDENTURE DATED AS OF AUGUST 15, 2002, BETWEEN UNION ELECTRIC 

COMPANY AND THE BANK OF NEW YORK MELLON, AS TRUSTEE. 

UNION ELECTRIC COMPANY 

(Incorporated under the laws of the State of Missouri) 

First Mortgage Bonds, Senior Notes Series PP 

UNION ELECTRIC COMPANY, a corporation organized and existing under the laws of the State of Missouri (hereinafter called the
“Company”, which term shall include any successor corporation as defined in the Amended Indenture referred to on the reverse hereof), for value received, hereby promises to pay to The Bank of New York Mellon, as trustee under the Senior
Note Indenture hereinafter referred to, or registered assigns, the sum of                             
Dollars, on the 15th day of April, 2024 in any coin or currency of the United States of America which at the time of payment is legal tender for public and private debts, and to pay interest thereon, in like coin or currency, at the rate of
THREE AND FIFTY HUNDREDTHS per centum (3.50%) per annum, payable semi-annually, on April 15 and October 15 in each year until maturity, commencing October 15, 2014, and at maturity or, if the Company shall default in the payment
of the principal hereof, until the Company’s obligation with respect to the payment of such principal shall be discharged as provided in the Amended Indenture  

  
 11 








 
referred to on the reverse hereof. Such interest shall be payable from the April 15 or October 15, as the case may be, next preceding the date hereof to which interest has not been
paid, unless the date hereof is a April 15 or October 15 to which interest has been paid, in which case from the date hereof, or unless the date hereof is prior to the first payment of interest, in which case from April 4,
2014. The interest so payable will be paid to the person in whose name this Bond, or the Bond in exchange or substitution for which this Bond shall have been issued, shall have been registered at the close of business on the April 1 or
October 1, as the case may be, next preceding the date of payment, subject to certain exceptions set forth in the Amended Indenture. The principal of, premium, if any, and interest on, this Bond are payable, in immediately available funds,
at the office of the Senior Note Trustee hereinafter referred to. 
 Under an Indenture dated as of August 15, 2002 (the “Senior
Note Indenture”) between the Company and The Bank of New York Mellon, formerly The Bank of New York, as trustee (the “Senior Note Trustee”), the Company will issue, concurrently with the issuance of this Bond, an issue of notes under
the Senior Note Indenture entitled “3.50% Senior Secured Notes due 2024” (the “Senior Notes”). Pursuant to Article IV of the Senior Note Indenture, this Bond is issued to the Senior Note Trustee to secure any and all
obligations of the Company under the Senior Notes and any other series of senior notes from time to time outstanding under the Senior Note Indenture. Payment of principal of, or premium, if any, or interest on, the Senior Notes shall constitute
payments on this Bond as further provided herein and in the Supplemental Indenture dated April 1, 2014 pursuant to which this Bond has been issued (the “Supplemental Indenture”). 

Upon any payment of the principal of, premium, if any, and interest on, all or any portion of the Senior Notes, whether at maturity or prior
to maturity by redemption or otherwise or upon provision for the payment thereof having been made in accordance with Section 5.01(a) of the Senior Note Indenture, a principal amount of this Bond equal to the principal amount of such Senior
Notes shall, to the extent of such payment of principal, premium, if any, and interest, be deemed paid and the obligation of the Company thereunder to make such payment shall be discharged to such extent and, in the case of the payment of principal
(and premium, if any), such bonds shall be surrendered to the Company for cancellation as provided in Section 4.08 of the Senior Note Indenture. The Trustee (as hereinafter defined) may at any time and all times conclusively assume that
the obligation of the Company to make payments with respect to the principal of, premium, if any, and interest on, the Senior Notes, so far as such payments at the time have become due, has been fully satisfied and discharged pursuant to the
foregoing sentence unless and until the Trustee shall have received a written notice from the Senior Note Trustee signed by one of its officers stating (i) that timely payment of principal of, premium, if any, or interest on, the Senior Notes
has not been made, (ii) that the Company is in arrears as to the payments required to be made by it to the Senior Note Trustee pursuant to the Senior Note Indenture, and (iii) the amount of the arrearage. 

For purposes of Section 4.09 of the Senior Note Indenture, this Bond shall be deemed to be the “Related Series of Senior Note
First Mortgage Bonds” in respect of the Senior Notes. 
 This Bond shall not be entitled to any benefit under the Amended Indenture or
any indenture supplemental thereto, or become valid or obligatory for any purpose, until The Bank of New York Mellon, the Trustee under the Amended Indenture, or a successor trustee thereto under the Amended Indenture, or an agent therefor, shall
have signed the form of certificate endorsed hereon. 
 The provisions of this Bond are continued on the reverse hereof and such continued
provisions shall for all purposes have the same effect as though fully set forth at this place. 

  
 12 








 IN WITNESS WHEREOF, Union Electric Company has caused this Bond to be signed in its name by its
Chairman of the Board or President or a Vice President by manual signature or a facsimile thereof, and its corporate seal (or a facsimile thereof) to be hereto affixed and attested by its Secretary or an Assistant Secretary by manual signature or a
facsimile thereof. 
  

							
	 Dated
	 		 	
		 		 	UNION ELECTRIC COMPANY
				
		 		 	By	 	  


  

	
	[CORPORATE SEAL]
	
	Attest:
	
	  


 [FORM OF TRUSTEE’S CERTIFICATE] 

This Bond is one of the Bonds, of the series designated therein, described in the within-mentioned Amended Indenture and Supplemental
Indenture of April 1, 2014. 
  

			
	 THE BANK OF NEW YORK MELLON, as

	 TRUSTEE

		
	 By
	 	  

		 	 Authorized Officer




  
 13 








 [FORM OF REVERSE OF NEW BOND] 

This Bond is one of a duly authorized issue of Bonds of the Company (herein called the “Bonds”), in unlimited aggregate principal
amount, of the series hereinafter specified, all issued and to be issued under and equally secured by the Indenture of Mortgage and Deed of Trust, dated June 15, 1937, executed by the Company to The Bank of New York Mellon, formerly The Bank of
New York (successor trustee to Bank of America, National Association, formerly Boatmen’s Trust Company), as trustee (herein called the “Trustee”), as amended by indentures supplemental thereto dated May 1, 1941, April 1,
1971, February 1, 1974, July 7, 1980, February 1, 2000, August 15, 2002 and May 15, 2012, between the Company and the Trustee (said mortgage and deed of trust, as so amended, being herein called the “Amended
Indenture”), to which Amended Indenture and all indentures supplemental thereto reference is hereby made for a description of the properties mortgaged and pledged, the nature and extent of the security, the rights of the bearers or registered
owners of the Bonds and of the Trustee in respect thereto, and the terms and conditions upon which the Bonds are, and are to be, secured. To the extent permitted by, and as provided in, the Amended Indenture, modifications or alterations of the
Amended Indenture, or of any indenture supplemental thereto, and of the rights and obligations of the Company and of the holders of the Bonds may be made with the consent of the Company by an affirmative vote of not less than 60% in amount of the
Bonds entitled to vote then outstanding, at a meeting of Bondholders called and held as provided in the Amended Indenture, and by an affirmative vote of not less than 60% in amount of the Bonds of any series entitled to vote then outstanding and
affected by such modification or alteration, in case one or more but less than all of the series of Bonds then outstanding under the Amended Indenture are so affected. Additionally, the Company may amend the Amended Indenture, as supplemented,
by an appropriate written consent of not less than 60% in aggregate principal amount of the Bonds outstanding (and, if the rights of one or more, but less than all, series of Bonds then outstanding are to be affected by action taken pursuant to such
consent, then also by consent of the holders of at least 60% in principal amount of each series of Bonds so to be affected and outstanding hereunder) without a meeting of such Bondholders. No such modification or alteration shall be made which
will affect the terms of payment of the principal of, or interest or premium on, this Bond, which are unconditional. The Bonds may be issued in series, for various principal sums, may mature at different times, may bear interest at different
rates and may otherwise vary as in the Amended Indenture provided. This Bond is one of a series designated as the “First Mortgage Bonds, Senior Notes Series PP” (herein called the “Bonds of this Series”) of the Company,
issued under and secured by the Amended Indenture and described in the indenture (hereinafter called the “New Supplemental Indenture”) dated April 1, 2014, between the Company and the Trustee, supplemental to the Amended Indenture.

 The Bonds of this Series are not entitled to the benefit of any improvement, maintenance or analogous fund. 

This Bond is not redeemable except on the date, in the principal amount and for the redemption price that correspond to the redemption date
for, the principal amount to be redeemed of, and the redemption price for, the Senior Notes, and except upon written demand of the Senior Note Trustee following the occurrence of an event of default under the Senior Note Indenture and the
acceleration of the Senior Notes, as provided in Section 8.01 of the Senior Note Indenture. 
 In case an event of default, as defined
in the Amended Indenture, shall occur, the principal of all the Bonds at any such time outstanding under the Amended Indenture may be declared or may become due and payable, upon the conditions and in the manner and with the effect provided in the
Amended Indenture. The Amended Indenture provides that such declaration may in certain events be waived by the holders of a majority in principal amount of the Bonds outstanding. 

This Bond shall not be assignable or transferable except as permitted or required by Section 4.04 of the Senior Note Indenture. This
Bond is exchangeable by the registered owner hereof, in person or by duly authorized attorney, on the books of the Company to be kept for that purpose at the office of the Company in the City of St. Louis, Missouri, upon surrender and
cancellation of this Bond and on presentation of a duly executed written instrument of transfer, and thereupon a new Bond or Bonds of the same series, of the same aggregate principal amount and in authorized denominations will be issued to the
transferee or transferees in exchange herefor, without payment of any charge other than stamp taxes and other governmental charges incident thereto; and this Bond with or without others of like series, may in like manner be exchanged for one or more
new Bonds of the same series of other authorized denominations but of the same aggregate principal amount; all subject to the terms and conditions set forth in the Amended Indenture. 

  
 14 








 No recourse shall be had for the payment of the principal of, premium, if any, or the interest
on, this Bond, or for any claim based hereon or on the Amended Indenture or any indenture supplemental thereto, against any incorporator, or against any stockholder, director or officer, past, present or future, of the Company, or of any predecessor
or successor corporation, either directly or through the Company or any such predecessor or successor corporation, whether for amounts unpaid on stock subscriptions or by virtue of any constitution, statute or rule of law, or by the enforcement
of any assessment or penalty or otherwise, all such liability, whether at common law, in equity, by any constitution, statute or otherwise, of incorporators, stockholders, directors or officers being released by every owner hereof by the acceptance
of this Bond and as part of the consideration for the issue hereof, and being likewise released by the terms of the Amended Indenture. 

[END OF FORM OF REVERSE OF NEW BOND] 

Section 4. Until New Bonds in definitive form are ready for delivery, the Company may execute, and upon its request in writing the
Trustee shall authenticate and deliver, in lieu thereof, New Bonds in temporary form, as provided in Section 9 of Article II of the Original Indenture. 

ARTICLE II 
 ISSUE OF THE NEW
BONDS 
 Section 1. The principal amount of the New Bonds which may be authenticated and delivered hereunder is limited to an
amount equal to the principal amount of the Senior Notes issued under the Senior Note Indenture and secured thereby and are further subject to the limitations regarding the principal amount of Bonds which may be issued under the Original Indenture
set forth therein. 
 Section 2. The New Bonds in the aggregate principal amount of Three Hundred Fifty Million Dollars ($350,000,000),
being the initial issue of the New Bonds, may forthwith at any time or from time to time be executed by the Company and delivered to the Trustee and shall be authenticated by the Trustee and delivered (either before or after the filing or recording
hereof) to or upon the order of the Company, upon compliance by the Company with the applicable provisions of Article III and Article XVIII of the Original Indenture. 

Section 3. For purposes of Section 4.09 of the Senior Note Indenture, the New Bonds shall be deemed to be the “Related
Series of Senior Notes First Mortgage Bonds” in respect of the Senior Notes. 
 ARTICLE III 

REDEMPTION OF THE NEW BONDS 

Section 1. The New Bonds are not redeemable except on the date, in the principal amount and for the redemption price that correspond to
the redemption date for, the principal amount to be redeemed of, and the redemption price for, the Senior Notes, and except as set forth in Section 2 of this Article III. 

In the event that the Company redeems any Senior Notes prior to maturity in accordance with the provisions of the Senior Note Indenture, the
Senior Note Trustee shall on the same date deliver to the Company the New Bonds in principal amount corresponding to the Senior Notes so redeemed, as provided in Section 4.08 of the Senior Note Indenture. The Company agrees to give the
Senior Note Trustee notice of any such redemption of the Senior Notes on or before the date fixed for any such redemption. There shall be no improvement, maintenance or analogous fund for the New Bonds. 

Section 2. Upon the occurrence of an event of default under the Senior Note Indenture and the acceleration of the Senior Notes, the New
Bonds shall be redeemable in whole upon receipt by the Trustee of a written demand (hereinafter called a “PP Redemption Demand”) from the Senior Note Trustee stating that there has 

  
 15 








 
occurred under the Senior Note Indenture both an event of default and a declaration of acceleration of payment of principal, accrued interest and premium, if any, on the Senior Notes specifying
the last date to which interest on such Senior Notes has been paid (such date being hereinafter referred to as the “PP Initial Interest Accrual Date”) and demanding redemption of the New Bonds. The Company waives any right it may have
to prior notice of such redemption under the Original Indenture. Upon surrender of the New Bonds by the Senior Note Trustee to the Trustee, the New Bonds shall be redeemed at a redemption price equal to the principal amount thereof plus accrued
interest thereon from the PP Initial Interest Accrual Date to the date of the PP Redemption Demand; provided, however, that in the event of a rescission or annulment of acceleration of the Senior Notes pursuant to the last paragraph of
Section 8.01(a) of the Senior Note Indenture, then any PP Redemption Demand shall thereby be deemed to be rescinded by the Senior Note Trustee although no such rescission or annulment shall extend to or affect any subsequent default or
impair any right consequent thereon. 
 ARTICLE IV 

COVENANTS 
 The Company
hereby covenants, warrants and agrees; 
 Section 1. That the Company is lawfully seized and possessed of all of the mortgaged property
described in the granting clauses of this Supplemental Indenture to the extent shown on its books and records as of the date hereof; that it has good right and lawful authority to mortgage the same as provided in this Supplemental Indenture; and
that such mortgaged property will be, at the actual date of the issue of the New Bonds, free and clear of any deed of trust, mortgage, lien, charge or encumbrance thereon or affecting the title thereto prior to the lien of the Original Indenture,
except for permitted liens and as set forth in the granting clauses of the Original Indenture and this Supplemental Indenture. 

Section 2. That, so long as any of the New Bonds are outstanding, whenever any officers’ certificate is required to be filed or
deposited with the Trustee pursuant to Section 3(b) of Article III of the Original Indenture upon an application for the authentication of additional Bonds pursuant to Article III of the Original Indenture, such officers’
certificate shall include, in addition to the matters required to be stated therein by said Section 3(b), the statement with respect to the net earnings of the Company available for interest after property retirement appropriations required by
Section 2 of Article V of the Supplemental Indenture of July 1, 1956. 
 ARTICLE V 

THE TRUSTEE 
 The Trustee
hereby accepts the trusts hereby declared and provided, and agrees to perform the same upon the terms and conditions in the Original Indenture and in this Supplemental Indenture set forth, and upon the following terms and conditions: 

The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Supplemental Indenture
or the due execution hereof by the Company or for or in respect of the recitals contained herein, all of which recitals are made by the Company solely. 

ARTICLE VI 
 MISCELLANEOUS
PROVISIONS. 
 Section 1. Except as otherwise defined herein, all terms contained in this Supplemental Indenture shall, for all
purposes thereof, have the meanings given to such terms in Article I of the Original Indenture. 
 Section 2. This Supplemental
Indenture may be simultaneously executed in any number of counterparts, each of which when so executed shall be deemed to be an original; but such counterparts shall together constitute but one and the same instrument. 

  
 16 








 IN WITNESS WHEREOF, said Union Electric Company has caused this Supplemental Indenture to
be executed on its behalf by its Chairman of the Board or President or one of its Vice Presidents and its corporate seal to be hereto affixed and said seal and this Supplemental Indenture to be attested by its Secretary or one of its Assistant
Secretaries; and said The Bank of New York Mellon, in evidence of its acceptance of the trust hereby created, has caused this Supplemental Indenture to be executed on its behalf by its President or one of its Vice Presidents, and its corporate seal
to be hereto affixed and said seal and this Supplemental Indenture to be attested by one of its Vice Presidents, its Secretary, or one of its Assistant Secretaries; all as of the 1st day of April, Two thousand and fourteen. 

 

							
	Attested:	 		  	 UNION ELECTRIC COMPANY,

1901 Chouteau Avenue
 St.
Louis, Missouri 63103

				
	 /s/ G.L. Waters
	 		  	By:	  	 /s/ Bruce A. Steinke

	G. L. Waters	 		  	Name:	  	Bruce A. Steinke
	Assistant Secretary	 		  	Title:	  	Senior Vice President – Finance
		 		  		  	and Chief Accounting Officer
				
	 Signed, sealed and delivered by

UNION ELECTRIC COMPANY 

in the presence of:
	 		  		  	
				
	 /s/ Sue E. Whitman
	 		  		  	
				
	 /s/ Craig W. Stensland
	 		  		  	
	As Witnesses	 		  		  	


  
 17 









							
	Attested:	 		  	THE BANK OF NEW YORK MELLON,
				
	 /s/ Francine Kincaid
	 		  	By:	  	 /s/ Laurence J. O’Brien

	Francine Kincaid	 		  	Name:	  	Laurence J. O’Brien
	Vice President	 		  		  	Vice President
				
	 Signed, sealed and delivered by

THE BANK OF NEW YORK MELLON

in the presence of:
	 		  		  	
				
	 /s/Arsala Kidwai
	 		  		  	
				
	 /s/Thomas O. Hacker
	 		  		  	
	As Witnesses	 		  		  	


  
 18 









			
	STATE OF MISSOURI	  	}
		  	} SS.:
	 CITY OF ST. LOUIS
	  	}

 On this 1st day of April, 2014, before me appeared Bruce A. Steinke and G. L. Waters, to me personally known,
who, being by me duly sworn, did say that they are the Senior Vice President – Finance and Chief Accounting Officer and Assistant Secretary of UNION ELECTRIC COMPANY, a corporation, and that the seal affixed to the foregoing instrument
is the corporate seal of said corporation, and that said instrument was signed and sealed in behalf of said corporation by authority of its Board of Directors, and said Senior Vice President – Finance and Chief Accounting Officer and Assistant
Secretary acknowledged said instrument to be the free act and deed of said corporation. 
 IN TESTIMONY WHEREOF, I have hereto set my
hand and affixed my official seal at my office, in the City and State aforesaid, the day and year last above written. 
  

	
	 /s/ Lynn M. Smith

	 Notary Public – Notary Seal

	 STATE OF MISSOURI

	 Commission for St. Louis City

	 My Commission Expires Sept. 28, 2014

	 Commission #10402618




  
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	STATE OF NEW YORK	  	}
		  	} SS.:
	COUNTY OF NEW YORK	  	}

 On this 1st day of April, 2014, before me appeared Laurence J. O’Brien, to me personally known, who,
being by me duly sworn, did say that he is a Vice President of THE BANK OF NEW YORK MELLON, a corporation, and that the seal affixed to the foregoing instrument is the corporate seal of said corporation, and that said instrument was signed
and sealed in behalf of said corporation, as the trustee thereunder by authority of its Board of Directors, and said Vice President, acknowledged said instrument to be the free act and deed of said corporation as the trustee under said
instrument. 
 IN TESTIMONY WHEREOF, I have hereto set my hand and affixed my official seal at my office, in the City and State
aforesaid, the day and year last above written. 
  

	
	 /s/ Danny Lee

	 Danny Lee, Notary Public

	 State of New York, NO 01LE6161129

	 Qualified in New York County

	 Commission Expires February 20, 2015




  
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