Sec Form 4 Filing - Gee David @ AES CORP - 2008-02-22

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Gee David 2. Issuer Name and Ticker or Trading Symbol AES CORP [ AES] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP & Regional Pres N.A. (Last) (First) (Middle) 4300 WILSON BOULEVARD 3. Date of Earliest Transaction (MM/DD/YY) 02/22/2008 (Street) ARLINGTON, VA22203 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 02/22/2008 A 778 ( 4 ) A $ 18.87 5,712 I by 401(k) Plan Common Stock 02/22/2008 A 542 ( 5 ) A $ 21.05 6,254 I by 401(k) Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option Grant (Right to buy) $ 18.87 02/22/2008 A 32,680 ( 1 ) ( 1 ) Common Stock 32,680 ( 1 ) 129,605 D Restricted Stock Units ( 2 ) 02/22/2008 A 15,898 ( 2 ) ( 2 ) Common Stock 15,898 ( 2 ) 68,061 D Units ( 3 ) 02/22/2008 A 3,200 ( 3 ) ( 3 ) Common Stock 3,200 $ 18.87 8,534 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Gee David 4300 WILSON BOULEVARD ARLINGTON, VA22203 EVP & Regional Pres N.A. Signatures David Gee 02/26/2008 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This stock option award was granted pursuant to The AES Corporation Long Term Compensation Plan and will vest in three equal annual installments if certain continuing employment conditions are satisfied. If such conditions are satisfied, the first installment becomes exercisable on February 22, 2009 and the next two installments become exercisable on February 22, 2010 and February 22, 2011, respectively. ( 2 )This restricted stock option award ("RSU") was granted pursuant to The AES Corporation 2003 Long Term Compensation Plan and will vest in three equal annual installments beginning on February 22, 2009, if certain continuing employment and performance conditions are satisfied. If such conditions are satisfied, each RSU entitles the holder to one share of AES Common stock or the cash equivalent at the discretion of The AES Corporation on January 1, 2013 or as soon as is administratively practicable thereafter. ( 3 )These are units awarded pursuant to the Restoration Supplemental Retirement Plan. Each unit is intially equal to one share of AES Common stock and units under the plans are 100% vested upon award. ( 4 )This 9 1/2%(of base salary)discretionary retirement saving award was granted pursuant to The AES Retirement Savings Plan (the "Plan")as determined by The AES Corporation Board of Directors on February 22, 2008 subject to applicable IRS contribution limits. The closing stock price on February 22, 2008 was used to determine the number of shares awarded. January 2008 contributions to the Plan are also included. ( 5 )Since Mr. Gee's last filing submitted on February 27, 2007, he acquired 542 shares of AES Common stock at an average price of $21.05 pursuant to The AES Retirement Savings Plan. This report is based upon a plan statement dated 02/21/2008.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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