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 (Date of earliest event reported): June 30, 2004

  Commission  Registrant, State of Incorporation,  IRS Employer
 File Number     Address, and Telephone Number  Identification No.


    1-2893    Louisville Gas and Electric Company   61-0264150
                    (A Kentucky Corporation)
                      220 West Main Street
                         P.O. Box 32010
                     Louisville, Ky. 40232
                         (502) 627-2000

    1-3464         Kentucky Utilities Company       61-0247570
             (A Kentucky and Virginia Corporation)
                       One Quality Street
                 Lexington, Kentucky 40507-1428
                         (859) 255-2100

This  combined Form 8-K is separately filed by 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  and each registrant makes no representation as to  information
relating to the other registrant.



Item 5. Other Events and Regulation FD Disclosure

On  June  30,  2004,  the Kentucky Public Service Commission  (the  "KPSC")
issued  an order approving increases in the base electric and gas rates  of
Louisville Gas and Electric Company ("LG&E") and the base electric rates of
Kentucky Utilities Company ("KU").  LG&E and KU had filed applications  for
such  increases  in December 2003.  The KPSC's order largely  accepted  the
proposed settlement agreements filed in May 2004 by LG&E, KU and a majority
of the parties to the rate case proceedings.

In  the  KPSC order, (a) LG&E was granted increases in annual base electric
rates of approximately $43.4 (7.7 percent) and in annual base gas rates  of
approximately  $11.9  million (3.4 percent)  and  (b)  KU  was  granted  an
increase in annual base electric rates of approximately $46.1 million  (6.8
percent).  The rate increases will take effect on July 1, 2004.

A press release regarding this matter is attached as Exhibit 99.01 hereto
and is incorporated herein by reference.

Statements  made  in this report that state the companies' or  management's
intentions,  expectations or predictions of the future are  forward-looking
statements.   The  companies' actual results could differ  materially  from
those  projected  in the forward-looking statements, and there  can  be  no
assurance  that  estimates  of  future  results  will  be  achieved.    The
companies'  SEC  filings contain additional information concerning  factors
that  could  cause actual results to differ materially from  those  in  the
forward-looking statements.


Item 7.  Final Statements and Exhibits

(a)  None

(b)  None.

(c)  Exhibits

     99.01     LG&E Energy LLC Press Release dated June 30, 2004


                                SIGNATURES

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

                                   Louisville Gas and Electric Company

Dated:   June 30, 2004             By: /s/ S. Bradford Rives
                                       S. Bradford Rives
                                       Chief Financial Officer

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

                                   Kentucky Utilities Company

Dated:   June 30, 2004             By: /s/ S. Bradford Rives
                                       S. Bradford Rives
                                       Chief Financial Officer