8-K

                    SECURITIES AND EXCHANGE COMMISSION
                         Washington, D. C.  20549


                                 FORM 8-K


                              CURRENT REPORT


                    Pursuant to Section 13 or 15(d) of
                   the Securities exchange Act of 1934


                    Date of Report:  December 7, 1999
                    (date of earliest event reported)


                            LG&E ENERGY CORP.
                           220 West Main Street
                              P.O. Box 32030
                           Louisville, KY 40232
                              (502) 627-2000

              Kentucky           1-10568          61 - 1174555
          (State or other      (Commission      (I.R.S. Employer
          jurisdiction of      File Number)   Identification No.)
           incorporation)

                   LOUISVILLE GAS AND ELECTRIC COMPANY
                           220 West Main Street
                              P.O. Box 32010
                           Louisville, KY 40232
                              (502) 627-2000

              Kentucky           2-26720          61 - 0264150
          (State or other      (Commission      (I.R.S. Employer
          jurisdiction of      File Number)   Identification No.)
           incorporation)

                        KENTUCKY UTILITIES COMPANY
                            One Quality Street
                         Lexington, KY 40507-1428
                              (606) 255-2100

       Kentucky and Virginia      1-3464          61 - 0247570
          (State or other      (Commission      (I.R.S. Employer
          jurisdiction of      File Number)   Identification No.)
           incorporation)

This combined Form 8-K is separately filed by LG&E Energy Corp., Louisville
Gas and Electric Company and Kentucky Utilities Company.  Information
contained herein relating to any individual registrant is filed by such
registrant on its own behalf.  Except for LG&E Energy Corp., each
registrant makes no representation as to information relating to the other
registrants.  In particular, information contained herein related only to
LG&E Energy Corp. and its other direct or indirect subsidiaries is provided
solely by LG&E Energy Corp. and shall not be deemed included in the Form 8-
K of Louisville Gas and Electric Company and Kentucky Utilities Company.


Item 5.  Other Events.

LG&E Energy Corp., Louisville Gas and Electric Company and Kentucky
Utilities Company announced a realignment of management structure to
support its efforts to prepare for the changing energy marketplace.

A news release of LG&E Energy describing the above matter is filed with
this report as Exhibit 99.01 and is incorporated herein by reference.

Item 7(c).  Exhibits Filed.

Exhibit
Number              Description

99.01               News Release dated as of December 7, 1999.


                                SIGNATURES


Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.


LG&E ENERGY CORP.
Registrant

/s/ John R. McCall
John R. McCall
Executive Vice President, General
Counsel and Corporate Secretary

Date:  December 20, 1999

LOUISVILLE GAS AND ELECTRIC COMPANY
Registrant

/s/ John R. McCall
John R. McCall
Executive Vice President, General
Counsel and Corporate Secretary

Date:  December 20, 1999

KENTUCKY UTILITIES COMPANY
Registrant

/s/ John R. McCall
John R. McCall
Executive Vice President, General
Counsel and Corporate Secretary

Date:  December 20, 1999


                                   - 1 -


                               EXHIBIT INDEX

                             LG&E ENERGY CORP.
                    LOUISVILLE GAS AND ELECTRIC COMPANY
                        KENTUCKY UTILITIES COMPANY

                        Current Report on Form 8-K
                          Dated December 7, 1999

                                 Exhibits


Exhibit No.         Description

99.01               News Release dated as of December 7, 1999.


                                   - 2 -

EX-99

Exhibit 99.01


       LG&E Energy Corp. Announces New Management Structure Designed
              to Position Itself for the Changing Marketplace


LOUISVILLE, Ky., Dec. 7 /PRNewswire/ -- LG&E Energy Corp. (NYSE: LGE)
announced a realignment of management structure to support its efforts to
prepare for the changing energy marketplace.

Victor A. Staffieri, the Company's president and chief operating officer,
today announced a series of organizational changes designed to increase
customer service and satisfaction while further integrating LG&E Energy's
utility organizations, Louisville Gas and Electric Company (LG&E) and
Kentucky Utilities Company (KU).

"This realignment of our utility operations is crucially important in order
for LG&E Energy to meet its commitments to customers and shareholders,"
said Staffieri.

Rebecca L. Farrar, presently vice president - gas service business at LG&E,
has been promoted to senior vice president - distribution operations.
Farrar will oversee all engineering, construction and operation functions
for the gas and electric distribution activities of both LG&E and KU.

"Becky has established herself as a highly seasoned professional within
LG&E Energy, demonstrating a wealth of utility-based knowledge and solid
leadership skills," said Staffieri.

Stephen R. Wood, currently president of Louisville Gas and Electric Company
(LG&E) and Distribution Services, will assume the role of group executive -
retail businesses.

In this capacity, Wood will oversee all customer interface activities of
both LG&E and KU statewide, this includes all Customer Service, Sales and
Marketing activities throughout the Commonwealth.  Wood will also oversee
the unregulated Home Services and Enertech businesses, plus LG&E Energy's
retail gas operations in Argentina.

"The consolidation of our customer interface activities will be a
cornerstone of our future.  Steve's deep experience in customer service
related matters is clearly a significant benefit, as he leads this new
organization toward establishing the strategies and structures necessary to
meet our customers' future needs," said Staffieri.

In a further effort to integrate LG&E Energy's utility operations, Robert
M. Hewett, currently president of Kentucky Utilities, will assume the role
of group executive - regulatory affairs.  In this new capacity, Hewett will
oversee all LG&E Energy activities in the state and federal regulatory and
environmental arenas.

"With changes in regulation being actively considered in Kentucky and
elsewhere, LG&E Energy must increase its focus in this area.  Bob has solid
leadership experience in all areas of state and federal regulation.  His
appointment to this critical position signals our increased commitment in
crafting the future of regulation at both the state and national level,"
Staffieri said.

In addition, Hewett will oversee all environmental matters of the
corporation, particularly the Company's compliance efforts for new Federal
Clear Air Act guidelines.

All three new management appointees will report to Staffieri.

LG&E Energy Corp., headquartered in Louisville, Ky., is a Fortune 500
diversified energy services company with businesses in power generation and
project development; retail gas and electric utility services; and asset-
based energy marketing.  J.D. Power and Associates have ranked it as
highest in customer satisfaction with residential electric service in the
Midwest.  In addition, LG&E Energy ranked highest among all electric
service companies ranked in the nation.

The company owns and operates Louisville Gas and Electric Company, a
regulated electric and gas utility serving 16 Kentucky counties, and
Kentucky Utilities Company, a regulated electric utility, based in
Lexington, Ky., which serves 77 Kentucky counties and five counties in
Virginia.  LG&E Energy also owns interests in and operates non-utility
power plants in six states as well as in Spain; owns interests in three
natural gas distribution companies in Argentina; and owns CRC-Evans
Pipeline International Inc., the world's leading provider of specialty
equipment and services to the natural gas and oil pipeline construction
industry.