Exhibit 99.01

Cautionary Factors for Louisville Gas and Electric Company and Kentucky
Utilities Company

The Private Securities Litigation Reform Act of 1995 provides a "safe harbor"
for forward-looking statements to encourage such disclosures without the threat
of litigation providing those statements are identified as forward-looking and
are accompanied by meaningful, cautionary statements identifying important
factors that could cause the actual results to differ materially from those
projected in the statement. Forward-looking statements have been and will be
made in written documents and oral presentations of Powergen plc ("Powergen"),
LG&E Energy Corp. ("LG&E Energy"), Louisville Gas and Electric Company ("LG&E")
and Kentucky Utilities Company ("KU") (the latter entities, LG&E and KU,
collectively, the "Companies"). Such statements are based on management's
beliefs as well as assumptions made by and information currently available to
management. When used in the Companies' documents or oral presentations, the
words "anticipate," "estimate," "expect," "objective" and similar expressions
are intended to identify forward-looking statements. In addition to any
assumptions and other factors referred to specifically in connection with such
forward-looking statements, factors that could cause the Companies' actual
results to differ materially from those contemplated in any forward-looking
statements include, among others, the following:

o    Increased competition in the utility, natural gas and electric power
     marketing industries, including effects of: decreasing margins as a result
     of competitive pressures; industry restructuring initiatives; transmission
     system operation and/or administration initiatives; recovery of investments
     made under traditional regulation; nature of competitors entering the
     industry; retail wheeling; a new pricing structure; and former customers
     entering the generation market;

o    Changing market conditions and a variety of other factors associated with
     physical energy and financial trading activities including, but not limited
     to, price, basis, credit, liquidity, volatility, capacity, transmission,
     currency, interest rate and warranty risks;



o    Risks associated with price risk management strategies intended to mitigate
     exposure to adverse movement in the prices of electricity and natural gas
     on both a global and regional basis;

o    Legal, regulatory, public policy-related and other developments which may
     result in redetermination, adjustment or cancellation of revenue payment
     streams paid to, or increased capital expenditures or operating and
     maintenance costs incurred by, the Companies, in connection with rate,
     fuel, transmission, environmental and other proceedings applicable to the
     Companies;

o    Legal, regulatory, economic and other factors which may result in
     redetermination or cancellation of revenue payment streams under power
     sales agreements resulting in reduced operating income and potential asset
     impairment related to the Companies' investments in independent power
     production ventures, as applicable;

o    Economic conditions including inflation rates and monetary fluctuations;

o    Trade, monetary, fiscal, taxation, and environmental policies of
     governments, agencies and similar organizations in geographic areas where
     the Companies have a financial interest;

o    Customer business conditions including demand for their products or
     services and supply of labor and materials used in creating their products
     and services;

o    Financial or regulatory accounting principles or policies imposed by the
     Financial Accounting Standards Board, the Securities and Exchange
     Commission, the Federal Energy Regulatory Commission, state public utility
     commissions, state entities which regulate natural gas transmission,
     gathering and processing and similar entities with regulatory oversight;

o   Availability or cost of capital such as changes in: interest rates, market
     perceptions of the utility and energy-related industries, the Companies or
     any of their subsidiaries or security ratings;

o    Factors affecting utility and non-utility operations such as unusual
     weather conditions; catastrophic weather-related



     damage; unscheduled generation outages, unusual maintenance or repairs;
     unanticipated changes to fossil fuel, or gas supply costs or availability
     due to higher demand, shortages, transportation problems or other
     developments; environmental incidents; or electric transmission or gas
     pipeline system constraints;

o    Employee workforce factors including changes in key executives, collective
     bargaining agreements with union employees, or work stoppages;

o    Rate-setting policies or procedures of regulatory entities, including
     environmental externalities;

o    Social attitudes regarding the utility, natural gas and power industries;

o    Identification of suitable investment opportunities to enhance shareholder
     returns and achieve long-term financial objectives through business
     acquisitions;

o    Some future project investments made by the Companies, respectively, as
     applicable, could take the form of minority interests, which would limit
     the Companies' ability to control the development or operation of the
     project;

o    Legal and regulatory delays and other unforeseeable obstacles associated
     with mergers, acquisitions and investments in joint ventures;

o    Costs and other effects of legal and administrative proceedings,
     settlements, investigations, claims and matters, including but not limited
     to those described in Notes 3, 12 and 16 (for LG&E) and Notes 3, 11 and 14
     (for KU) of the respective Notes to Financial Statements of the Companies'
     Annual Reports on Form 10-K for the year ended December 31, 2001, and items
     under the caption Commitments and Contingencies;

o    Technological developments, changing markets and other factors that result
     in competitive disadvantages and create the potential for impairment of
     existing assets;

o    Factors associated with non-regulated investments, including but not
     limited to: continued viability of partners, foreign government actions,
     foreign economic and currency risks,



     political instability in foreign countries, partnership actions,
     competition, operating risks, dependence on certain customers, third-party
     operators, suppliers and domestic and foreign environmental and energy
     regulations;

o    Other business or investment considerations that may be disclosed from time
     to time in the Companies' Securities and Exchange Commission filings or in
     other publicly disseminated written documents;

o    Factors affecting the realization of anticipated cost savings associated
     with the merger between LG&E Energy and KU Energy Corporation including
     national and regional economic conditions, national and regional
     competitive conditions, inflation rates, weather conditions, financial
     market conditions, and synergies resulting from the business combination;

o    Factors associated with market conditions in the pipeline construction and
     repair industry, both national and international, including, general levels
     of industry activity, fuels and liquids price levels, competition, foreign
     economic, currency, regulatory and operating risks and dependence on
     certain customers, suppliers and operators;

o    Factors associated with, resulting from or affecting the merger transaction
     between LG&E Energy and Powergen, including the integration of the existing
     business and operations of LG&E and KU as part of the Powergen group of
     companies thereunder, as well as national and international economic,
     financial market, regulatory and industry conditions or environments
     applicable to Powergen and its subsidiaries, including LG&E and KU, in the
     future.

o    Factors associated with, resulting from or affecting the acquisition of
     Powergen and LG&E Energy by E.ON AG, including the integration of the
     existing business and operations of LG&E and KU as part of the E.ON group
     of companies thereunder, as well as national and international economic,
     financial market, regulatory and industry conditions or environments
     applicable to E.ON and its subsidiaries, including LG&E and KU, in the
     future.

The Companies undertake no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information, future
events or otherwise.