AMENDMENT NO. 6 AND WAIVER NO. 2 TO THIRD AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT

Reimbursement Agreement

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AES CORP | CITICORP USA, INC., | AES Corporation, | CITIBANK, N.A.,

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Title: AMENDMENT NO. 6 AND WAIVER NO. 2 TO THIRD AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT
Governing Law: New York Date: 10/19/2005
Industry: Electric Utilities

Exhibit 99.1

AMENDMENT NO. 6 AND WAIVER NO. 2 TO THIRD AMENDED AND RESTATED
CREDIT AND REIMBURSEMENT AGREEMENT

Dated as of October 15, 2005

AMENDMENT NO. 6 AND WAIVER NO. 2 TO THIRD AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT (this “ Waiver ”) among The AES Corporation, a Delaware corporation (the “ Borrower ”), the Subsidiary Guarantors, the Bank Parties listed on the signature pages hereto, CITICORP USA, INC., as administrative agent (the “ Agent ”) and CITIBANK, N.A., as Collateral Agent, for the Bank Parties (the “ Collateral Agent ”).

PRELIMINARY STATEMENTS

(1) WHEREAS, the Borrower is party to a Third Amended and Restated Credit and Reimbursement Agreement dated as of March 17, 2004 (as amended, amended and restated, supplemented or otherwise modified up to the date hereof, the “ Credit Agreement ”; capitalized terms used herein but not defined shall be used herein as defined in the Credit Agreement) among the Subsidiary Guarantors, the Bank Parties, CITIGROUP GLOBAL MARKETS, INC., as Lead Arranger and Book Runner, BANC OF AMERICA SECURITIES LLC, as Lead Arranger and Book Runner and as Co-Syndication Agent (for the Initial Term Loan Facility), DEUTSCHE BANK SECURITIES INC., as Lead Arranger and Book Runner (for the Initial Term Loan Facility), UNION BANK OF CALIFORNIA, N.A., as Co-Syndication Agent (for the Initial Term Loan Facility) and as Lead Arranger and Book Runner and as Syndication Agent (for the Revolving Credit Facility), LEHMAN COMMERCIAL PAPER INC., as Co-Documentation Agent (for the Initial Term Loan Facility), UBS SECURITIES LLC, as Co-Documentation Agent (for the Initial Term Loan Facility), SOCIÉTÉ GÉNÉRALE, as Co-Documentation Agent (for the Revolving Credit Facility), CREDIT LYONNAISE NEW YORK BRANCH, as Co-Documentation Agent (for the Revolving Credit Facility), the Agent and the Collateral Agent;

(2) WHEREAS, the Borrower has requested that the Required Banks agree to amend and waive certain provisions of the Credit Agreement;

(3) WHEREAS, the Required Banks have agreed, subject to the terms and conditions hereinafter set forth, to amend and waive certain provisions of the Credit Agreement as set forth below;

(4) WHEREAS, on July 27, 2005, the Borrower announced that, as a result of the continuing evaluation of the its deferred income tax accounting and reconciliation controls process, the Borrower would restate its 2002, 2003, 2004 and first quarter 2005 financial statements (the “ Restatement ”);

(5) WHEREAS, the Borrower was not be able to timely deliver the financial statements and certificates required by Sections 5.01(b) and 5.01(d) with respect to the quarter ended June 30, 2005 (the “ Q2 Financial Information ”); and

(6) WHEREAS, on August 19, 2005, pursuant to Amendment No. 3 and Waiver No. 1 to the Credit Agreement (“ Waiver No. 1 ”), the Required Banks granted an extension for the delivery of the Q2 Financial Information until October 15, 2005.

NOW, THEREFORE, in consideration of the premises and for other good and valuable consideration, the sufficiency and receipt of all of which is hereby acknowledged, the parties hereto hereby agree as follows:

SECTION 1. Waivers . As of the Effective Date, the Required Banks hereby grant the following waivers under the Credit Agreement:

(a) Q2 Financial Information . Notwithstanding the provisions of the Credit Agreement, the Required Banks hereby waive compliance by the Borrower with the provisions of Sections 5.01(b) and (d) with respect to the requirement to deliver to the Bank Parties, on or prior to August 29, 2005 (as extended to October 15, 2005 pursuant to Waiver No. 1), the Q2 Financial Information and agree that no such failure to comply shall be considered a Default or Event of Default arising under Section 6.01(c) of the Credit Agreement; provided that, it shall constitute an Event of Default under the Credit Agreement if any of such Q2 Financial Information is not delivered to the Bank Parties on or prior to November 29, 2005.

(b) Cross Default . Notwithstanding the provisions of the Credit Agreement, the Required Banks hereby waive any Default or Event of Default now existing or hereafter arising under Section 6.01(f) of the Credit Agreement resulting from a default under any indenture governing Material Debt of the Borrower due to any failure by the Borrower to timely file with the SEC its quarterly report on form 10-Q for the quarter ended June 30, 2005 or to timely deliver such report to the trustee for such Material Debt; provided, however, that (i) the exercise by any trustee or the requisite holders of Material Debt of their right to give a notice of default pursuant to the relevant indenture by reason of the existence of such default under such indenture shall constitute an Event of Default commencing on the tenth day following the date such notice is given and (ii) (x) the exercise by any trustee or the requisite holders of Material Debt of their right to give a notice of acceleration pursuant to the relevant indenture by reason of the existence of such default under such indenture or (y) the acceleration of any such Material Debt shall, in the case of either clause (x) or (y), constitute an immediate Event of Default.

SECTION 2. Amendment .

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