Retirement and Postemployment Benefits

12 Months Ended

Dec. 31, 2014

Retirement and Postemployment Benefits [Abstract]

Retirement and Postemployment Benefits

11. Retirement and Postemployment Benefits

(All Registrants)

Defined Benefits

The majority of PPL's subsidiaries domestic employees are eligible for pension benefits under non-contributory defined benefit pension plans with benefits based on length of service and final average pay, as defined by the plans. Effective January 1, 2012, PPL's primary defined benefit pension plan was closed to all newly hired salaried employees. Effective July 1, 2014, PPL's primary defined benefit pension plan was closed to all newly hired bargaining unit employees.Newly hired employees are eligible to participate in the PPL Retirement Savings Plan, a 401(k) savings plan with enhanced employer contributions.

The majority of PPL Montana employees are eligible for pension benefits under a cash balance pension plan. Effective January 1, 2012, that plan was closed to all newly hired salaried employees. Effective September 1, 2014, that plan was closed to all newly hired bargaining unit employees.Newly hired employeesare eligibleto participate in the PPL Retirement Savings Plan.

The defined benefit pension plans of LKE and its subsidiaries were closed to new salaried and bargaining unit employees hired after December 31, 2005. Employees hired after December 31, 2005 receive additional company contributions above the standard matching contributions to their savings plans.

Employees of certain of PPL Energy Supply's mechanical contracting companies are eligible for benefits under multiemployer plans sponsored by various unions.

Effective April 1, 2010, the principal defined benefit pension plan applicable to WPD (South West) and WPD (South Wales) was closed to most new employees, except for those meeting specific grandfathered participation rights. WPD Midlands' defined benefit plan had been closed to new members, except for those meeting specific grandfathered participation rights, prior to acquisition. New employees not eligible to participate in the plans are offered benefits under a defined contribution plan.

PPL and certain of its subsidiaries also provide supplemental retirement benefits to executives and other key management employees through unfunded nonqualified retirement plans.

The majority of employees of PPL's domestic subsidiaries are eligible for certain health care and life insurance benefits upon retirement through contributory plans. Effective January 1, 2014, the PPL Postretirement Medical Plan was closed to all newly hired salaried employees. Effective July 1, 2014, the PPL Postretirement Medical Plan was closed to all newly hired bargaining unit employees. Postretirement health benefits may be paid from 401(h) accounts established as part of the PPL Retirement Plan and the LG&E and KU Retirement Plan within the PPL Services Corporation Master Trust, funded VEBA trusts and company funds. Postretirement benefits under the PPL Montana Retiree Health Plan are paid from company assets. WPD does not sponsor any postretirement benefit plans other than pensions.

(PPL)

The following table provides the components of net periodic defined benefit costs for PPL's domestic (U.S.) and WPD’s (U.K.) pension and other postretirement benefit plans for the years ended December 31.

			Pension Benefits
			U.S.						U.K.						Other Postretirement Benefits
			2014		2013		2012		2014		2013		2012		2014		2013		2012
Net periodic defined benefit costs
	(credits):
Service cost			$	102	$	126	$	103	$	71	$	69	$	54	$	12	$	14	$	12
Interest cost				233		213		220		354		320		340		32		29		31
Expected return on plan assets				(298)		(293)		(259)		(521)		(465)		(458)		(26)		(25)		(23)
Amortization of:
		Transition (asset) obligation																		2
		Prior service cost (credit)		20		22		24				1		4						1
		Actuarial (gain) loss		30		80		42		132		150		79		1		6		4
Net periodic defined benefit costs
	(credits) prior to settlement charges,
	curtailment charges (credits)
	and termination benefits			87		148		130		36		75		19		19		24		27
Settlement charges								11
Curtailment charges (credits)																(1)
Termination benefits (a)				13								3		2
Net periodic defined benefit costs
	(credits)		$	100	$	148	$	141	$	36	$	78	$	21	$	18	$	24	$	27
Other Changes in Plan Assets
	and Benefit Obligations
	Recognized in OCI and
	Regulatory Assets/Liabilities -
	Gross:
Curtailments															$	1
Settlements							$	(11)
Net (gain) loss			$	600	$	(319)		372	$	354	$	76	$	1,073		21	$	(68)	$	13
Prior service cost
	(credit)			(8)												7		(3)		(1)
Amortization of:
		Transition asset (obligation)																		(2)
		Prior service (cost) credit		(20)		(22)		(24)				(1)		(4)						(1)
		Actuarial gain (loss)		(30)		(80)		(42)		(132)		(150)		(79)		(1)		(6)		(4)
Total recognized in OCI and
	regulatory assets/liabilities (b)			542		(421)		295		222		(75)		990		28		(77)		5
Total recognized in net periodic
	defined benefit costs, OCI and
	regulatory assets/liabilities (b)		$	642	$	(273)	$	436	$	258	$	3	$	1,011	$	46	$	(53)	$	32

(a)See Note 13 for details of a one-time voluntary retirement window offered to certain bargaining unit employees in 2014. 2013 and 2012 amounts are related to the WPD Midlands separations in the U.K.

(b)WPD is not subject to accounting for the effects of certain types of regulation as prescribed by GAAP. As a result, WPD does not record regulatory assets/liabilities.

For PPL's U.S. pension benefits and for other postretirement benefits, the amounts recognized in OCI and regulatory assets/liabilities for the years ended December 31were as follows:

		U.S. Pension Benefits							Other Postretirement Benefits
			2014		2013		2012		2014		2013		2012
OCI		$	343	$	(228)	$	181	$	7	$	(41)	$	12
Regulatory assets/liabilities			199		(193)		114		21		(36)		(7)
Total recognized in OCI and
	regulatory assets/liabilities	$	542	$	(421)	$	295	$	28	$	(77)	$	5

The estimated amounts to be amortized from AOCI and regulatory assets/liabilities into net periodic defined benefit costs in 2015 are as follows:

	Pension Benefits
	U.S.		U.K.
Prior service cost (credit)	$	7
Actuarial (gain) loss		100	$	162
Total	$	107	$	162
Amortization from Balance Sheet:
AOCI	$	49	$	162
Regulatory assets/liabilities		58
Total	$	107	$	162

(PPL Energy Supply)

The following table provides the components of net periodic defined benefit costs for PPL Energy Supply's pension and other postretirement benefit plans for the years ended December 31.

			Pension Benefits						Other Postretirement Benefits
			2014		2013		2012		2014		2013		2012
Net periodic defined benefit costs
(credits):
Service cost			$	5	$	7	$	6			$	1	$	1
Interest cost				9		8		7	$	1				1
Expected return on plan assets				(11)		(10)		(9)
Amortization of:
		Actuarial (gain) loss		2		3		2
Curtailment charges (credits)										(1)
Net periodic defined benefit costs
	(credits)		$	5	$	8	$	6	$		$	1	$	2
Other Changes in Plan Assets
	and Benefit Obligations
	Recognized in OCI:
Curtailments									$	1
Net (gain) loss			$	26	$	(15)	$	16		(1)	$	(1)
Prior service cost (credit)												(3)	$	(1)
Amortization of:
		Actuarial gain (loss)		(2)		(3)		(2)
Total recognized in OCI				24		(18)		14				(4)		(1)
Total recognized in net periodic
	defined benefit costs and OCI		$	29	$	(10)	$	20	$		$	(3)	$	1

Actuarial loss of $4 million related to PPL Energy Supply's pension plan is expected to be amortized from AOCI into net periodic defined benefit costs in 2015.

(LKE)

The following table provides the components of net periodic defined benefit costs for LKE’s pension and other postretirement benefit plans for the years ended December 31.

			Pension Benefits						Other Postretirement Benefits
			2014		2013		2012		2014		2013		2012
Net periodic defined benefit costs
	(credits):
Service cost			$	21	$	26	$	22	$	4	$	5	$	4
Interest cost				66		62		64		9		8		9
Expected return on plan assets				(82)		(82)		(70)		(4)		(5)		(4)
Amortization of:
		Transition (asset) obligation												2
		Prior service cost (credit)		5		5		5		2		3		3
		Actuarial (gain) loss		12		33		22		(1)				(1)
Net periodic defined benefit costs
	(credit)		$	22	$	44	$	43	$	10	$	11	$	13
Other Changes in Plan Assets
	and Benefit Obligations
	Recognized in OCI and
	Regulatory Assets/Liabilities -
	Gross:
Net (gain) loss			$	162	$	(116)	$	96	$	26	$	(14)	$	(11)
Prior service cost (credit)				23						6
Amortization of:
		Transition asset (obligation)												(2)
		Prior service (cost) credit		(5)		(5)		(5)		(2)		(3)		(3)
		Actuarial gain (loss)		(12)		(33)		(22)		1				1
Total recognized in OCI and
	regulatory assets/liabilities			168		(154)		69		31		(17)		(15)
Total recognized in net periodic
	defined benefit costs, OCI and
	regulatory assets/liabilities		$	190	$	(110)	$	112	$	41	$	(6)	$	(2)

For LKE's pension and other postretirement benefits, the amounts recognized in OCI and regulatory assets/liabilities for the years ended December 31 were as follows:

		Pension Benefits						Other Postretirement Benefits
		2014		2013		2012		2014		2013		2012
OCI		$	84	$	(46)	$	34	$	9	$	(1)	$	(1)
Regulatory assets/liabilities			84		(108)		35		22		(16)		(14)
Total recognized in OCI and
	regulatory assets/liabilities	$	168	$	(154)	$	69	$	31	$	(17)	$	(15)

The estimated amounts to be amortized from AOCI and regulatory assets/liabilities into net periodic defined benefit costs for LKE in 2015 are as follows.

			Other
	Pension		Postretirement
	Benefits		Benefits
Prior service cost (credit)	$	7	$	3
Actuarial (gain) loss		34
Total	$	41	$	3
Amortization from Balance Sheet:
AOCI	$	3	$	1
Regulatory assets/liabilities		38		2
Total	$	41	$	3

(LG&E)

The following table provides the components of net periodic defined benefit costs for LG&E’s pension benefit plan for the years ended December 31.

			Pension Benefits
			2014		2013		2012
Net periodic defined benefit costs (credits):
Service cost			$	1	$	2	$	2
Interest cost				15		14		14
Expected return on plan assets				(19)		(20)		(19)
Amortization of:
		Prior service cost (credit)		2		2		3
		Actuarial (gain) loss		6		14		11
Net periodic defined benefit costs (credits)			$	5	$	12	$	11
Other Changes in Plan Assets and Benefit Obligations
	Recognized in Regulatory Assets - Gross:
Net (gain) loss			$	14	$	(20)	$	18
Prior service cost (credit)				9
Amortization of:
		Prior service (cost) credit		(2)		(2)		(2)
		Actuarial gain (loss)		(6)		(14)		(11)
Total recognized in regulatory assets/liabilities				15		(36)		5
Total recognized in net periodic defined benefit costs and regulatory assets			$	20	$	(24)	$	16

The estimated amounts to be amortized from regulatory assets into net periodic defined benefit costs for LG&E in 2015 are as follows.

	Pension
	Benefits
Prior service cost (credit)	$	3
Actuarial (gain) loss		11
Total	$	14

(All Registrants)

The following net periodic defined benefit costs (credits) were charged to operating expense, excluding amounts charged to construction and other non-expense accounts. The U.K. pension benefits apply to PPL only.

	Pension Benefits
	U.S.						U.K.						Other Postretirement Benefits
	2014		2013		2012		2014		2013		2012		2014		2013		2012
PPL	$	84	$	117	$	119	$	(9)	$	33	$	25	$	13	$	19	$	22
PPL Energy Supply		39		45		37								3		6		6
PPL Electric (a)		12		18		19								2		3		3

LKE	17	32	31	7	8	9
LG&E	5	14	13	4	4	5
KU (a)	3	9	8	2	2	3

(a)PPL Electric and KU do not directly sponsor any defined benefit plans. PPL Electric and KU were allocated these costs of defined benefit plans sponsored by PPL Services (for PPL Electric) and by LKE (for KU), based on their participation in those plans, which management believes are reasonable.

In the table above, for PPL Energy Supply and LG&E,amounts include costs for the specific plans each sponsors and the following allocated costs of defined benefit plans sponsored by PPL Services (for PPL Energy Supply) and by LKE (for LG&E), based on their participation in those plans, which management believes are reasonable:

	Pension Benefits							Other Postretirement Benefits
		2014		2013		2012		2014		2013		2012
PPL Energy Supply	$	34	$	38	$	31	$	3	$	5	$	5

LG&E 2 5 5 4 4 5

(All Registrants except PPL Electric and KU)

PPL, PPL Energy Supply, LKE and LG&E adopted the new mortality tables issued by the Society of Actuaries in October 2014 (RP-2014 base tables) for all U.S. defined benefit pension and other postretirement benefit plans at December 31, 2014. In addition, PPL, PPL Energy Supply, LKE and LG&E updated the basis for estimating projected mortality improvements and selected the IRS BB-2D two-dimensional improvement scale on a generational basis for all U.S. defined benefit pension and other postretirement benefit plans.These new mortality assumptions reflect the recognition of both improved lifeexpectancies and the expectation of continuing improvements in life expectancies. The use of the new base tables and improvement scale resulted in an increase to U.S. defined benefit pension and other postretirement benefit obligations, an increase to future expense and a decrease in funded status.

The following weighted-average assumptions were used in the valuation of the benefit obligations at December 31. The U.K. pension benefits apply to PPL only.

		Pension Benefits
		U.S.				U.K.				Other Postretirement Benefits
		2014		2013		2014		2013		2014		2013
PPL
	Discount rate		4.25%		5.12%		3.85%		4.41%		4.08%		4.91%
	Rate of compensation increase		3.92%		3.97%		4.00%		4.00%		3.86%		3.96%
PPL Energy Supply
	Discount rate		4.28%		5.18%						3.81%		4.51%
	Rate of compensation increase		4.03%		3.94%						4.03%		3.94%
LKE
	Discount rate		4.25%		5.18%						4.06%		4.91%
	Rate of compensation increase		3.50%		4.00%						3.50%		4.00%
LG&E
	Discount rate		4.20%		5.13%

The following weighted-average assumptions were used to determine the net periodic defined benefit costs for the years ended December 31. The U.K. pension benefits apply to PPL only.

		Pension Benefits
		U.S.						U.K.						Other Postretirement Benefits
		2014		2013		2012		2014		2013		2012		2014		2013		2012
PPL
	Discount rate		5.12%		4.22%		5.06%		4.41%		4.27%		5.24%		4.91%		4.00%		4.80%
	Rate of compensation increase		3.97%		3.98%		4.02%		4.00%		4.00%		4.00%		3.96%		3.97%		4.00%
	Expected return on plan assets (a)		7.00%		7.03%		7.07%		7.19%		7.16%		7.17%		5.96%		5.94%		5.99%
PPL Energy Supply
	Discount rate		5.18%		4.25%		5.12%								4.51%		3.77%		4.60%
	Rate of compensation increase		3.94%		3.95%		4.00%								3.94%		3.95%		4.00%
	Expected return on plan assets (a)		7.00%		7.00%		7.00%								N/A		N/A		N/A
LKE
	Discount rate		5.18%		4.24%		5.09%								4.91%		3.99%		4.78%
	Rate of compensation increase		4.00%		4.00%		4.00%								4.00%		4.00%		4.00%
	Expected return on plan assets (a)		7.00%		7.10%		7.25%								6.75%		6.76%		7.02%
LG&E
	Discount rate		5.13%		4.20%		5.00%
	Expected return on plan assets (a)		7.00%		7.10%		7.25%

(a)The expected long-term rates of return for pension and other postretirement benefits are based on management's projections using a best-estimate of expected returns, volatilities and correlations for each asset class. Each plan's specific current and expected asset allocations are also considered in developing a reasonable return assumption.

(PPL, PPLEnergy Supply and LKE)

The following table provides the assumed health care cost trend rates for the years ended December31:

			2014		2013		2012
PPL, PPL Energy Supply and LKE
	Health care cost trend rate assumed for next year
		- obligations		7.2%		7.6%		8.0%
		- cost		7.6%		8.0%		8.5%
	Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)
		- obligations		5.0%		5.0%		5.5%
		- cost		5.0%		5.5%		5.5%
	Year that the rate reaches the ultimate trend rate
		- obligations		2020		2020		2019
		- cost		2020		2019		2019

A one percentage point change in the assumed health care costs trend rate assumption would have had the following effects on the other postretirement benefit plans in 2014:

		One Percentage Point
		Increase		Decrease
Effect on accumulated postretirement benefit obligation
	PPL	$	5	$	(5)
	LKE		4		(4)

The effects on PPL Energy Supply'sother postretirement benefit plan would not have been significant.

(PPL)

The funded status of PPL's plans at December 31 was as follows:

			Pension Benefits
			U.S.				U.K.				Other Postretirement Benefits
			2014		2013		2014		2013		2014		2013
Change in Benefit Obligation
Benefit Obligation, beginning of period			$	4,591	$	5,046	$	8,143	$	7,888	$	662	$	722
		Service cost		102		126		71		69		12		14
		Interest cost		233		213		354		320		32		29
		Participant contributions						16		15		12		12
		Plan amendments		(7)								6		(4)
		Actuarial (gain) loss		925		(540)		747		46		58		(54)
		Curtailments										(1)
		Termination benefits		13						3
		Gross benefits paid (a)		(248)		(254)		(411)		(375)		(56)		(57)
		Federal subsidy										1
		Currency conversion						(397)		177
Benefit Obligation, end of period				5,609		4,591		8,523		8,143		726		662
Change in Plan Assets
Plan assets at fair value, beginning of period				4,156		3,939		7,284		6,911		446		421
		Actual return on plan assets		622		72		895		438		62		37
		Employer contributions		102		399		311		134		16		30
		Participant contributions						16		15		12		12
		Gross benefits paid (a)		(248)		(254)		(411)		(375)		(52)		(54)
		Currency conversion						(361)		161
Plan assets at fair value, end of period				4,632		4,156		7,734		7,284		484		446
Funded Status, end of period			$	(977)	$	(435)	$	(789)	$	(859)	$	(242)	$	(216)
Amounts recognized in the Balance
	Sheets consist of:
		Noncurrent asset									$	1
		Current liability	$	(10)	$	(8)	$	(1)				(4)	$	(1)
		Noncurrent liability		(967)		(427)		(788)	$	(859)		(239)		(215)
Net amount recognized, end of period			$	(977)	$	(435)	$	(789)	$	(859)	$	(242)	$	(216)
Amounts recognized in AOCI and
	regulatory assets/liabilities (pre-tax)
	consist of:
Prior service cost (credit)			$	41	$	69					$	(4)	$	(11)
Net actuarial (gain) loss				1,412		842	$	2,334	$	2,112		54		33
Total (b)			$	1,453	$	911	$	2,334	$	2,112	$	50	$	22
Total accumulated benefit obligation
	for defined benefit pension plans		$	5,156	$	4,191	$	7,867	$	7,542

(a)Certain U.S. pension plans offered a limited-time program in 2014 and 2013 during which terminated vested participants could elect to receive their accrued pension benefit as a one-time lump sum payment. Gross benefits paid includes $33 million and $64million of lump-sum cash payments made to terminated vested participants in 2014 and 2013 in connection with these offerings.

(b)WPD is not subject to accounting for the effects of certain types of regulation as prescribed by GAAP. As a result, WPD does not record regulatory assets/liabilities.

For PPL's U.S. pension and other postretirement benefit plans, the amounts recognized in AOCIand regulatory assets/liabilities at December 31 were as follows:

	U.S. Pension Benefits				Other Postretirement Benefits
	2014		2013		2014		2013
AOCI	$	773	$	430	$	26	$	19
Regulatory assets/liabilities		680		481		24		3
Total	$	1,453	$	911	$	50	$	22

The following tables provide information on pension plans where the projected benefit obligation(PBO) or accumulated benefit obligation (ABO) exceed the fair value of plan assets:

	U.S.				U.K.
	PBO in excess of plan assets				PBO in excess of plan assets
		2014		2013		2014		2013
Projected benefit obligation	$	5,609	$	4,591	$	8,523	$	8,143
Fair value of plan assets		4,632		4,156		7,734		7,284
	U.S.				U.K.
	ABO in excess of plan assets				ABO in excess of plan assets
		2014		2013		2014		2013
Accumulated benefit obligation	$	5,156	$	572	$	3,592	$	3,441
Fair value of plan assets		4,632		431		3,321		3,131

(PPL Energy Supply)
The funded status of PPL Energy Supply's plans at December 31 was as follows:
			Pension Benefits				Other Postretirement Benefits
			2014		2013		2014		2013
Change in Benefit Obligation
Benefit Obligation, beginning of period			$	163	$	176	$	12	$	17
		Service cost		5		7				1
		Interest cost		9		8		1
		Plan amendments								(4)
		Actuarial (gain) loss		38		(23)		(1)		(1)
		Curtailments						(1)
		Gross benefits paid		(5)		(5)		(1)		(1)
Benefit Obligation, end of period				210		163		10		12
Change in Plan Assets
Plan assets at fair value, beginning of
	period			147		149
		Actual return on plan assets		22		3
		Employer contributions		6				1		1
		Gross benefits paid		(5)		(5)		(1)		(1)
Plan assets at fair value, end of period				170		147
Funded Status, end of period			$	(40)	$	(16)	$	(10)	$	(12)
Amounts recognized in the Balance
	Sheets consist of:
		Current liability					$	(1)	$	(1)
		Noncurrent liability	$	(40)	$	(16)		(9)		(11)
Net amount recognized, end of period			$	(40)	$	(16)	$	(10)	$	(12)
Amounts recognized in AOCI
	(pre-tax) consist of:
Prior service cost (credit)							$	(4)	$	(5)
Net actuarial (gain) loss			$	59	$	34				1
Total			$	59	$	34	$	(4)	$	(4)
Total accumulated benefit obligation
	for defined benefit pension plans		$	210	$	163

PPL Energy Supply's pension plan had projected and accumulated benefit obligations in excess of the fair value of plan assets at December 31, 2014 and 2013.

In addition to the plans it sponsors, PPL Energy Supply and its subsidiaries are allocated a portion of the funded status and costs of the defined benefit plans sponsored by PPL Services based on their participation in those plans, which management believes are reasonable. The actuarially determined obligations of current active employees are used as a basis to allocate total plan activity, including active and retiree costs and obligations. Allocations to PPL Energy Supply resulted in liabilities at December 31 as follows:

	2014		2013
Pension	$	259	$	96
Other postretirement benefits		34		35

(LKE)

The funded status of LKE's plans at December 31 was as follows:

			Pension Benefits				Other Postretirement Benefits
			2014		2013		2014		2013
Change in Benefit Obligation
Benefit Obligation, beginning of period			$	1,328	$	1,487	$	193	$	209
		Service cost		21		26		4		5
		Interest cost		66		62		9		8
		Participant contributions						7		7
		Plan amendments (a)		23				6
		Actuarial (gain) loss		253		(177)		32		(18)
		Gross benefits paid (b)		(83)		(70)		(17)		(18)
Benefit Obligation, end of period				1,608		1,328		234		193
Change in Plan Assets
Plan assets at fair value, beginning of period				1,173		1,070		74		68
		Actual return on plan assets		173		21		10		1
		Employer contributions		38		152		8		16
		Participant contributions						7		7
		Gross benefits paid (b)		(83)		(70)		(17)		(18)
Plan assets at fair value, end of period				1,301		1,173		82		74
Funded Status, end of period			$	(307)	$	(155)	$	(152)	$	(119)
Amounts recognized in the Balance
	Sheets consist of:
		Noncurrent asset					$	2
		Current liability	$	(3)	$	(3)		(3)
		Noncurrent liability		(304)		(152)		(151)	$	(119)
Net amount recognized, end of period			$	(307)	$	(155)	$	(152)	$	(119)
Amounts recognized in AOCI and
	regulatory assets/liabilities (pre-tax)
	consist of:
Prior service cost (credit)			$	43	$	24	$	12	$	8
Net actuarial (gain) loss				354		205		(4)		(30)
Total			$	397	$	229	$	8	$	(22)
Total accumulated benefit obligation
	for defined benefit pension plans		$	1,461	$	1,176

(a)The plans were amended in December2014 to enhance the early retirement factors for all plan participants retiring on or after January 1, 2015. These modifications resulted in an increase of $23 million in the plans’ projected benefit obligations as of December 31, 2014.

(b)Certain LKE pension plans offered a limited-time program in 2014 and 2013 during which terminated vested participants could elect to receive their accrued pension benefit as a one-time lump-sum payment. The gross benefits paid includes $33 million and $21million of lump-sum cash payments made to terminated vested participants in 2014 and 2013 in connection with these offerings.

The amounts recognized in AOCI and regulatory assets/liabilities at December 31 were as follows:

	Pension Benefits				Other Postretirement Benefits
	2014		2013		2014		2013
AOCI	$	65	$	(19)	$	8
Regulatory assets/liabilities		332		248			$	(22)
Total	$	397	$	229	$	8	$	(22)

The following tables provide information on pension plans where the projected benefit obligation (PBO) or accumulated benefit obligations (ABO) exceed the fair value of plan assets:

	PBO in excess of plan assets
		2014		2013
Projected benefit obligation	$	1,608	$	1,328
Fair value of plan assets		1,301		1,173
	ABO in excess of plan assets
		2014		2013
Accumulated benefit obligation	$	1,461	$	350
Fair value of plan assets		1,301		284

(LG&E)

The funded status of LG&E's plan at December 31, was as follows:

			Pension Benefits
			2014		2013
Change in Benefit Obligation
Benefit Obligation, beginning of period			$	291	$	331
		Service cost		1		2
		Interest cost		15		14
		Plan amendments (a)		9
		Actuarial (gain) loss		36		(35)
		Gross benefits paid (b)		(21)		(21)
Benefit Obligation, end of period				331		291
Change in Plan Assets
Plan assets at fair value, beginning of period				281		287
		Actual return on plan assets		41		4
		Employer contributions				11
		Gross benefits paid (b)		(21)		(21)
Plan assets at fair value, end of period				301		281
Funded Status, end of period			$	(30)	$	(10)
Amounts recognized in the Balance Sheets consist of:
		Noncurrent liability	$	(30)	$	(10)
Net amount recognized, end of period			$	(30)	$	(10)
Amounts recognized in regulatory assets (pre-tax)
	consist of:
Prior service cost (credit)			$	22	$	15
Net actuarial (gain) loss				98		90
Total			$	120	$	105
Total accumulated benefit obligation for defined benefit pension plan			$	330	$	288

(a)The plan was amended in December2014 to enhance the early retirement factors for all plan participants retiring on or after January 1, 2015.  This modification resulted in an increase of $9 million in the plan’s projected benefit obligation as of December 31, 2014.

(b)LG&E's pension plan offered a limited-time program in 2014 and 2013 during which terminated vested participants could elect to receive their accrued pension benefit as a one-time lump-sum payment. The gross benefits paid includes $8 million and $7million of lump-sum cash payments made to terminated vested participants in 2014 and 2013 in connection with these offerings.

LG&E's pension plan had projected and accumulated benefit obligations in excess of plan assets at December 31, 2014 and 2013.

In addition to the plan it sponsors, LG&E is allocated a portion of the funded status and costs of certain defined benefit plans sponsored by LKE based on its participation in those plans, which management believes are reasonable. The actuarially determined obligations of current active employees and retired employees are used as a basis to allocate total plan activity, including active and retiree costs and obligations. Allocations to LG&E resulted in liabilities at December 31 as follows:

	2014		2013
Pension	$	27	$	9
Other postretirement benefits		85		73

(PPL and PPL Energy Supply)

PPL Energy Supply's mechanical contracting subsidiaries make contributions to over 70 multiemployer pension plans, based on the bargaining units from which labor is procured. The risks of participating in these multiemployer plans are different from single-employer plans in the following aspects:

Assets contributed to the multiemployer plan by one employer may be used to provide benefits to employees of other participating employers.

If a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers.

If PPL Energy Supply's mechanical contracting subsidiaries choose to stop participating in some of their multiemployer plans, they may be required to pay those plans an amount based on the unfunded status of the plan, referred to as a withdrawal liability.

PPL Energy Supply identified the Steamfitters Local Union No. 420 Pension Plan, EIN/Plan Number 23-2004424/001 as the only significant plan to which contributions are made. Contributions to this plan by PPL Energy Supply's mechanical contracting companies were $5 million for 2014, 2013 and 2012. At the date the financial statements were issued, the Form 5500 was not available for the plan year ending in 2014. Therefore, the following disclosures specific to this plan are being made based on the Form 5500s filed for the plan years ended December 31, 2013 and 2012. PPL Energy Supply's mechanical contracting subsidiaries were not identified individually as greater than 5% contributors on the Form 5500s. However, the combined contributions of the four subsidiaries contributing to the plan had exceeded 5%. The plan had a Pension Protection Act zone status of red, without utilizing an extended amortization period, as of December 31, 2013 and 2012. In addition, the plan is subject to a rehabilitation plan and surcharges have been applied to participating employer contributions. The expiration date of the collective-bargaining agreement related to those employees participating in this plan is September 18, 2016. There were no other plans deemed individually significant based on a multifaceted assessment of each plan. This assessment included review of the funded/zone status of each plan and PPL Energy Supply's potential obligations under the plan and the number of participating employers contributing to the plan.

PPL Energy Supply's mechanical contracting subsidiaries also participate in multiemployer other postretirement plans that provide for retiree life insurance and health benefits.

The table below details total contributions to all multiemployer pension and other postretirement plans, including the plan identified as significant above. The contribution amounts fluctuate each year based on the volume of work and type of projects undertaken from year to year.

	2014		2013		2012
Pension Plans	$	40	$	36	$	31
Other Postretirement Benefit Plans		33		32		28
Total Contributions	$	73	$	68	$	59

(PPLElectric)

Although PPL Electric does not directly sponsor any defined benefit plans, it is allocated a portion of the funded status and costs of plans sponsored by PPL Services based on its participation in those plans, which management believes are reasonable. The actuarially determined obligations of current active employees are used as a basis to allocate total plan activity, including active and retiree costs and obligations. Allocations toPPL Electric resulted in liabilities atDecember 31 as follows.

	2014		2013
Pension	$	212	$	96
Other postretirement benefits		40		41

(KU)

Although KU does not directly sponsor any defined benefit plans, it is allocated a portion of the funded status and costs of plans sponsored by LKE based on its participation in those plans, which management believes are reasonable. The actuarially determined obligations of current active employees and retired employees of KU are used as a basis to allocate total plan activity, including active and retiree costs and obligations. Allocations to KU resulted in liabilities at December 31 as follows.

	2014		2013
Pension	$	59	$	11
Other postretirement benefits		52		42

Plan Assets - U.S. Pension Plans

(All Registrants except PPL Electric and KU)

PPL's primary legacy pension plan, the pension plans sponsoredby LKE and the pension plan in which employees of PPL Montana participate are invested in the PPL Services Corporation Master Trust (the Master Trust) that also includes 401(h) accounts that are restricted for certain other postretirement benefit obligations of PPL and LKE. The investment strategy for the Master Trust is to achieve a risk-adjusted return on a mix of assets that, in combination with PPL's funding policy, will ensure that sufficient assets are available to provide long-term growth and liquidity for benefit payments, while also managing the duration of the assets to complement the duration of the liabilities.The Master Trust benefits from a wide diversification of asset types, investment fund strategies and external investment fund managers, and therefore has no significant concentration of risk.

The investment policy of the Master Trust outlines investment objectives and defines the responsibilities of the EBPB, external investment managers, investment advisor and trustee and custodian. The investment policyis reviewed annually by PPL's Board of Directors.

The EBPB created a risk management framework around the trust assets and pension liabilities. This framework considers the trust assets as being composed of three sub-portfolios: growth, immunizing and liquidity portfolios. The growth portfolio is comprised of investments that generate a return at a reasonable risk, including equity securities, certain debt securities and alternative investments. The immunizing portfolio consists of debt securities, generally with long durations, and derivative positions. The immunizing portfolio is designed to offset a portion of the change in the pension liabilities due to changes in interest rates. The liquidity portfolio consists primarily of cash and cash equivalents.

Target allocation ranges have been developed for each portfolio on a plan basis based on input from external consultants with a goal of limiting funded status volatility. The EBPB monitors the investments in each portfolio on a plan basis, and seeks to obtain a target portfolio that emphasizes reduction of risk of loss from market volatility. In pursuing that goal, the EBPB establishes revised guidelines from time to time. EBPB investment guidelines on a plan basis, as well as the weighted average of such guidelines, as of the end of2014 are presented below.

The asset allocation for the trust and the target allocation by portfolio at December 31 are as follows:

					2014 Target Asset Allocation (a)
		Percentage of trust assets				Weighted
			2014 (a)	2013		Average	PPL Plans	LKE Plans
Growth Portfolio			51%	59%		52%	52%	52%
	Equity securities		26%	30%
	Debt securities (b)		13%	17%
	Alternative investments		12%	12%
Immunizing Portfolio			47%	39%		46%	46%	46%
	Debt securities (b)		44%	40%
	Derivatives		3%	(1%)
Liquidity Portfolio			2%	2%		2%	2%	2%
Total			100%	100%		100%	100%	100%

(a)Allocations exclude consideration of cash for the WKE Bargaining Employees' Retirement Plan and a group annuity contract held by the LG&E and KU Retirement Plan.

(b)Includes commingled debt funds, which PPL treats as debt securities for asset allocation purposes.

(PPL Energy Supply)

PPL Montana, a subsidiary of PPL Energy Supply, has a pension plan whose assets are invested solely in the Master Trust, which is fully disclosed below. The fair value of this plan's assets of$170 million and $147 million at December 31, 2014and 2013represents an interest of approximately 4%and 3%in the Master Trust.

(LKE)

LKE has pension plans, including LG&E's plan, whose assetsare invested solely in the Master Trust, which is fully disclosed below. The fair value of these plans' assets of$1.3billion and $1.2billion at December 31, 2014and 2013represents an interest of approximately 28%and 29%in the Master Trust.

(LG&E)

LG&E has a pension plan whose assetsare invested solely in the Master Trust, which is fully disclosed below. The fair value of this plan's assets of $301million and $281million at December 31, 2014and 2013represents an interest of approximately 6%and 7%in the Master Trust.

(All Registrants except PPL Electric and KU)

The fair value of net assets in the Master Trust by asset class and level within the fair value hierarchy was:

				December 31, 2014								December 31, 2013
						Fair Value Measurements Using								Fair Value Measurements Using
				Total		Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3
PPL Services Corporation Master Trust
Cash and cash equivalents				$	246	$	246					$	120	$	120
Equity securities:
		U.S.:
			Large-cap		432		114	$	318				480		134	$	346
			Small-cap		145		145						137		137
		International			615				615				630		163		467
		Commingled debt			818				818				749		13		736
Debt securities:
		U.S. Treasury and U.S. government sponsored
			agency		723		706		17				617		563		54
		Residential/commercial backed securities			2				2				12				11	$	1
		Corporate			1,109				1,088	$	21		963				940		23
		International government			8				8				7				7
		Other			9				9				24				24
Alternative investments:
		Commodities			90				90				108				108
		Real estate			148				148				134				134
		Private equity			104						104		80						80
		Hedge funds			223				223				210				210
Derivatives:
		Interest rate swaps and swaptions			92				92				(49)				(49)
		Other			12				12				12				12
Insurance contracts					33						33		37						37
PPL Services Corporation Master Trust assets, at
	fair value				4,809	$	1,211	$	3,440	$	158		4,271	$	1,130	$	3,000	$	141
Receivables and payables, net (a)					(41)
401(h) accounts restricted for other
	postretirement benefit obligations				(136)								(115)
Total PPL Services Corporation Master Trust
	pension assets			$	4,632							$	4,156

(a)Receivables and payables represent amounts for investments sold/purchased but not yet settled along with interest and dividends earned but not yet received.

A reconciliation of the Master Trust assets classified as Level 3 at December 31, 2014 is as follows:

				Residential/
				commercial
				backed		Corporate		Private		Insurance
				securities		debt		equity		contracts		Total
Balance at beginning of period				$	1	$	23	$	80	$	37	$	141
	Actual return on plan assets
		Relating to assets still held
			at the reporting date		(1)		(1)		19		1		18
		Relating to assets sold during the period					(1)						(1)
	Purchases, sales and settlements								5		(5)
Balance at end of period				$		$	21	$	104	$	33	$	158

A reconciliation of the Master Trust assets classified as Level 3 at December 31, 2013 is as follows:

				Residential/
				commercial
				backed		Corporate		Private		Insurance		Other
				securities		debt		equity		contracts		debt		Total
Balance at beginning of period				$	1	$	27	$	75	$	42	$	1	$	146
	Actual return on plan assets
		Relating to assets still held
			at the reporting date						3		2				5
		Relating to assets sold during the period					5								5
	Purchases, sales and settlements						(9)		2		(7)				(14)
	Transfers from level 3 to level 2												(1)		(1)
Balance at end of period				$	1	$	23	$	80	$	37	$		$	141

The fair value measurements of cash and cash equivalents are based on the amounts on deposit.

The market approach is used to measure fair value of equity securities. The fair value measurements of equity securities (excluding commingled funds), which are generally classified as Level 1, are based on quoted prices in active markets. These securities represent actively and passively managed investments that are managed against various equity indices.

Investments in commingled equity and debt funds are categorized as equity securities. These investments are classified as Level 2, except for exchange-traded funds, which are classified as Level 1 based on quoted prices in active markets. The fair value measurements for Level 2 investments are based on firm quotes of net asset values per share, which are not considered obtained from a quoted price in an active market. Investments in commingled equity funds include funds that invest in U.S. and international equity securities. Investments in commingled debt funds include funds that invest in a diversified portfolio of emerging market debt obligations, as well as funds that invest in investment grade long-duration fixed-income securities.

The fair value measurements of debt securities are generally based on evaluations that reflect observable market information, such as actual trade information for identical securities or for similar securities, adjusted for observable differences. The fair value of debt securities is generally measured using a market approach, including the use of pricing models which incorporate observable inputs. Common inputs include benchmark yields, relevant trade data, broker/dealer bid/ask prices, benchmark securities and credit valuation adjustments. When necessary, the fair value of debt securities is measured using the income approach, which incorporates similar observable inputs as well as payment data, future predicted cash flows, collateral performance and new issue data. For the Master Trust, these securities represent investments in securities issued by U.S. Treasury and U.S. government sponsored agencies; investments securitized by residential mortgages, auto loans, credit cards and other pooled loans; investments in investment grade and non-investment grade bonds issued by U.S. companies across several industries; investments in debt securities issued by foreign governments and corporations and exchange traded funds.

Investments in commodities represent ownership of units of a commingled fund that is invested as a long-only, unleveraged portfolio of exchange-traded futures and forward contracts in tangible commodities to obtain broad exposure to all principal groups in the global commodity markets, including energies, agriculture and metals (both precious and industrial) using proprietary commodity trading strategies. The fund has daily liquidity with a specified notification period. The fund's fair value is based upon a unit value as calculated by the fund's trustee.

Investments in real estate represent an investment in a partnership whose purpose is to manage investments in core U.S. real estate properties diversified geographically and across major property types (e.g., office, industrial, retail, etc.). The manager is focused on properties with high occupancy rates with quality tenants. This results in a focus on high income and stable cash flows with appreciation being a secondary factor. Core real estate generally has a lower degree of leverage when compared with more speculative real estate investing strategies. The partnership has limitations on the amounts that may be redeemed based on available cash to fund redemptions. Additionally, the general partner may decline to accept redemptions when necessary to avoid adverse consequences for the partnership, including legal and tax implications, among others. The fair value of the investment is based upon a partnership unit value.

Investments in private equity represent interests in partnerships in multiple early-stage venture capital funds and private equity fund of funds that use a number of diverse investment strategies. Four of the partnerships have limited lives of ten years, while the fifth has a life of 15years, after which liquidating distributions will be received. Prior to the end of each partnership's life, the investment cannot be redeemed with the partnership; however, the interest may be sold to other parties, subject to the general partner's approval. The Master Trust has unfunded commitments of $55 million that may be required during the lives of the partnerships. Fair value is based on an ownership interest in partners' capital to which a proportionate share of net assets is attributed.

Investments in hedge funds represent investments in three hedge fund of funds. Hedge funds seek a return utilizing a number of diverse investment strategies. The strategies, when combined aim to reduce volatility and risk while attempting to deliver positive returns under most market conditions. Major investment strategies for the hedge fund of funds include long/short equity, market neutral, distressed debt, and relative value. Generally, shares may be redeemed within 65 to 95 days with prior written notice. The funds are subject to short term lockups and have limitations on the amount that may be withdrawn based on a percentage of the total net asset value of the fund, among other restrictions. All withdrawals are subject to the general partner's approval. The fair value for two of the funds has been estimated using the net asset value per share and the third fund's fair value is based on an ownership interest in partners' capital to which a proportionate share of net assets is attributed.

The fair value measurements of derivative instruments utilize various inputs that include quoted prices for similar contracts or market-corroborated inputs. In certain instances, these instruments may be valued using models, including standard option valuation models and standard industry models. These securities primarily represent investments in interest rate swaps and swaptions (the option to enter into an interest rate swap) which are valued based on the swap details, such as swap curves, notional amount, index and term of index, reset frequency, volatility and payer/receiver credit ratings.

Insurance contracts, classified as Level 3, represent an investment in an immediate participation guaranteed group annuity contract. The fair value is based on contract value, which represents cost plus interest income less distributions for benefit payments and administrative expenses.

Plan Assets - U.S. Other Postretirement Benefit Plans

The investment strategy with respect to other postretirement benefit obligations is to fund VEBA trusts and/or 401(h) accounts with voluntary contributions and to invest in a tax efficient manner. Excluding the 401(h) accounts included in the Master Trust, other postretirement benefit plans are invested in a mix of assets for long-term growth with an objective of earning returns that provide liquidity as required for benefit payments. These plans benefit from diversification of asset types, investment fund strategies and investment fund managers, and therefore, have no significant concentration of risk. Equity securities include investments in domestic large-cap commingled funds. Ownership interests in commingled funds that invest entirely in debt securities are classified as equity securities, but treated as debt securities for asset allocation and target allocation purposes. Ownership interests in money market funds are treated as cash and cash equivalents for asset allocation and target allocation purposes. The asset allocation for the PPL VEBA trusts, excluding LKE, and the target allocation, by asset class, at December 31 are detailed below.

						Target Asset
		Percentage of plan assets				Allocation
		2014		2013		2014
Asset Class
U.S. Equity securities			49%		55%		45%
Debt securities (a)			49%		41%		50%
Cash and cash equivalents (b)			2%		4%		5%
	Total		100%		100%		100%

(a)Includes commingled debt funds and debt securities.

(b)Includes money market funds.

LKE’s other postretirement benefit plan is invested primarily in a 401(h) account, as disclosed in the PPL Services Corporation Master Trust, with insignificant amounts invested in money market funds within VEBA trusts for liquidity.

The fair value of assets in the U.S. other postretirement benefit plans by asset class and level within the fair value hierarchy was:

			December 31, 2014							December 31, 2013
					Fair Value Measurement Using							Fair Value Measurement Using
			Total		Level 1		Level 2		Level 3	Total		Level 1		Level 2		Level 3
Money market funds			$	9	$	9				$	12	$	12
U.S. Equity securities:
		Large-cap		169			$	169			182			$	182
		Commingled debt		136				136			100				100
Debt securities:
		Municipalities		33				33			36				36
Total VEBA trust assets, at fair value				347	$	9	$	338			330	$	12	$	318
Receivables and payables, net (a)				1							1
401(h) account assets				136							115
Total other postretirement benefit plan
	assets		$	484						$	446

(a)Receivables and payables represent amounts for investments sold/purchased but not yet settled along with interest and dividends earned but not yet received.

Investments in money market funds represent investments in funds that invest primarily in a diversified portfolio of investment grade money market instruments, including, but not limited to, commercial paper, notes, repurchase agreements and other evidences of indebtedness with a maturity not exceeding 13 months from the date of purchase. The primary objective of the fund is a high level of current income consistent with stability of principal and liquidity. Redemptions can be made daily on this fund.

Investments in large-cap equity securities represent investments in a passively managed equity index fund that invests in securities and a combination of other collective funds. Fair value measurements are not obtained from a quoted price in an active market but are based on firm quotes of net asset values per share as provided by the trustee of the fund. Redemptions can be made daily on this fund.

Investments in commingled debt securities represent investments in a fund that invests in a diversified portfolio of investment grade long-duration fixed income securities. Redemptions can be made weekly on these funds.

Investments in municipalities represent investments in a diverse mix of tax-exempt municipal securities. The fair value measurements for these securities are based on recently executed transactions for identical securities or for similar securities.

Plan Assets - U.K. Pension Plans(PPL)

The overall investment strategy of WPD's pension plans is developed by each plan's independent trustees in its Statement of Investment Principles in compliance with the U.K. Pensions Act of 1995 and other U.K. legislation. The trustees' primary focus is to ensure that assets are sufficient to meet members' benefits as they fall due with a longer term objective to reduce investment risk. The investment strategy is intended to maximize investment returns while not incurring excessive volatility in the funding position. WPD's plans are invested in a wide diversification of asset types, fund strategies and fund managers; and therefore, have no significant concentration of risk. Commingled funds that consist entirely of debt securities are traded as equity units, but treated by WPD as debt securities for asset allocation and target allocation purposes. These include investments in U.K. corporate bonds and U.K. gilts.

The asset allocation and target allocation at December 31 of WPD's pension plans are detailed below.

						Target Asset
		Percentage of plan assets				Allocation
		2014		2013		2014
Asset Class
Cash and cash equivalents			1%
Equity securities
	U.K.		3%		7%		3%
	European (excluding the U.K.)		3%		5%		3%
	Asian-Pacific		2%		3%		2%
	North American		3%		5%		3%
	Emerging markets		9%		8%		9%
	Currency		2%		7%		3%
	Global Tactical Asset Allocation		29%		19%		30%
Debt securities (a)			42%		40%		41%
Alternative investments			6%		6%		6%
	Total		100%		100%		100%

(a)Includes commingled debt funds.

The fair value of assets in the U.K. pension plans by asset class and level within the fair value hierarchy was:

			December 31, 2014							December 31, 2013
					Fair Value Measurement Using							Fair Value Measurement Using
			Total		Level 1		Level 2		Level 3	Total		Level 1		Level 2		Level 3
Cash and cash equivalents			$	57	$	57				$	10	$	10
Equity securities:
	U.K. companies			239			$	239			523		267	$	256
	European companies (excluding the U.K.)			198				198			355		275		80
	Asian-Pacific companies			142				142			226		180		46
	North American companies			227				227			352		254		98
	Emerging markets companies			309				309			411		126		285
	Global Equities			397				397			161				161
	Currency			190				190			485				485
	Global Tactical Asset Allocation			2,263				2,263			1,384				1,384
	Commingled debt:
		U.K. corporate bonds		436				436			504				504
		U.K. gilts		2,840				2,840			2,426				2,426
Alternative investments:
	Real estate			436				436			447				447
Fair value - U.K. pension plans			$	7,734	$	57	$	7,677		$	7,284	$	1,112	$	6,172

Except for investments in real estate, the fair value measurements of WPD's pension plan assets are based on the same inputs and measurement techniques used to measure the U.S. pension plan assets described above.

Investments in equity securities represent activelyand passively managed funds that are measured against various equity indices.The Global Tactical Asset Allocationstrategyattempts to benefit from short-term market inefficiencies by taking positions in worldwide markets with the objective to profit from relative movements across those markets.

U.K. corporate bonds include investment grade corporate bonds of companies from diversified U.K. industries.

U.K. gilts include gilts, index-linked gilts and swaps intended to track a portion of the plans' liabilities.

Investments in real estate represent holdings in a U.K. unitized fund that owns and manages U.K. industrial and commercial real estate with a strategy of earning current rental income and achieving capital growth. The fair value measurement of the fund is based upon a net asset value per share, which is based on the value of underlying properties that are independently appraised in accordance with Royal Institution of Chartered Surveyors valuation standards at least annually with quarterly valuation updates based on recent sales of similar properties, leasing levels, property operations and/or market conditions. The fund may be subject to redemption restrictions in the unlikely event of a large forced sale in order to ensure other unit holders are not disadvantaged.

Expected Cash Flows - U.S. Defined Benefit Plans (PPL)

PPL's U.S. defined benefit pension plans have the option to utilize available prior year credit balances to meet current and future contribution requirements. However, PPL contributed $175 million to its U.S. pension plans in January 2015.

PPL sponsors various non-qualified supplemental pension plans for which no assets are segregated from corporate assets. PPL expects to make approximately $10million of benefit payments under these plans in 2015.

PPL is not required to make contributions to its other postretirement benefit plans but has historically funded these plans in amounts equal to the postretirement benefit costs recognized. Continuation of this past practice would cause PPL to contribute $17 million to its other postretirement benefit plans in 2015.

The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid by the plans and the following federal subsidy payments are expected to be received by PPL.

			Other Postretirement
					Expected
			Benefit		Federal
		Pension	Payment		Subsidy
2015	$	268	$	54	$	1
2016		279		56		1
2017		294		58		1
2018		308		60		1
2019		323		62		1
2020-2024		1,749		326		3

(PPL Energy Supply)

The PPL Montana pension plan has the option to utilize available prior year credit balances to meet current and future contribution requirements. However, PPL Montana contributed $32 million to its pension plan in January 2015.

The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid by the plans.

			Other
	Pension		Postretirement
2015	$	5	$	1
2016		7		1
2017		7		1
2018		8		2
2019		9		2
2020-2024		58		9

(LKE)

LKE's defined benefit pension plans have the option to utilize available prior year credit balances to meet current and future contribution requirements. However, LKE contributed $49 million to its pension plans in January 2015.

LKE sponsors various non-qualified supplemental pension plans for which no assets are segregated from corporate assets. LKEexpects to make $3million of benefit payments under these plans in 2015.

LKE is not required to make contributions to its other postretirement benefit plan but has historically funded this plan in amounts equal to the postretirement benefit costs recognized. Continuation of this past practice would cause LKE to contribute $13 million to its other postretirement benefit plan in 2015.

The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid by the plans and the following federal subsidy payments are expected to be received by LKE.

			Other Postretirement
					Expected
			Benefit		Federal
		Pension	Payment		Subsidy
2015	$	60	$	14
2016		62		14
2017		67		15	$	1
2018		72		16
2019		77		17
2020-2024		456		88		2

(LG&E)

LG&E's defined benefit pension plan has the option to utilize available prior year credit balances to meet current and future contribution requirements. However, LG&E contributed $13 million to its pension plan in January 2015.

The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid by the plan.

		Pension
2015	$	15
2016		16
2017		17
2018		18
2019		19
2020-2024		105

Expected Cash Flows - U.K. Pension Plans(PPL)

The pension plans of WPD are subject to formal actuarial valuations every three years, which are used to determine funding requirements. Contribution requirements for periods after April 1, 2014 were evaluated in accordance with the valuations performed as of March 31, 2013. WPD expects to make contributions of approximately$377 million in 2015. WPD is currently permitted to recover in rates approximately 64% of their pension funding requirements for their primary pension plans, increasing to approximately 80% in 2019.

The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid by the plans.

	Pension
2015	$	386
2016		391
2017		395
2018		403
2019		409
2020-2024		2,118

Savings Plans(All Registrants)

Substantially all employees of PPL's domestic subsidiaries are eligible to participate in deferred savings plans (401(k)s). Employer contributions to the plans were:

	2014		2013		2012
PPL	$	47	$	41	$	36
PPL Energy Supply		14		12		12
PPL Electric		6		6		5

LKE	15	13	12
LG&E	5	7	6
KU	4	6	6

(PPL, PPL Energy SupplyandPPL Electric)

Employee Stock Ownership Plan

PPL sponsors a non-leveraged ESOP in which domestic employees, excluding those of PPL Montana, LKE and the mechanical contractors, are enrolled on the first day of the month following eligible employee status. Dividends paid on ESOP shares are treated as ordinary dividends by PPL. Under existing income tax laws, PPL is permitted to deduct the amount of those dividends for income tax purposes and to contribute the resulting tax savings (dividend-based contribution) to the ESOP.

The dividend-based contribution, which is discretionary, is used to buy shares of PPL's common stock and is expressly conditioned upon the deductibility of the contribution for federal income tax purposes. Contributions to the ESOP are allocated to eligible participants' accounts as of the end of each year, based 75% on shares held in existing participants' accounts and 25% on the eligible participants' compensation.

For 2014 and2013, PPL did not record compensation expense related to the ESOP as no contribution was made. Compensation expense for ESOP contributions was $8 million in 2012. This amount was offset by the dividend-based contribution tax savings and had no impact on PPL's earnings.

PPL shares within the ESOP at December 31, 2014 were 7,053,754, or 1% of total common shares outstanding, and are included in all EPS calculations.

Separation Benefits

Certain PPL subsidiaries provide separation benefits to eligible employees. These benefits may be provided in the case of separations due to performance issues, loss of job related qualifications or organizational changes. Until December 1, 2012, certain employees separated were eligible for cash severance payments, outplacement services, accelerated stock award vesting, continuation of group health and welfare coverage, and enhanced pension and postretirement medical benefits. As of December 1, 2012, separation benefits for certain employees were changed to eliminate accelerated stock award vesting and enhanced pension and postretirement medical benefits. Also, the continuation of group health and welfare coverage was replaced with a single sum payment approximating the dollar amount of premium payments that would be incurred for continuation of group health and welfare coverage. Separation benefits are recorded when such amounts are probable and estimable.

See Note 8 for a discussion of separation benefits related to the anticipated spinoff of PPL Energy Supply and Note 13 for a discussion of separation benefits related to the one-time voluntary retirement window offered to certain bargaining unit employees as part of the new three-year labor agreement with IBEW local 1600. Separation benefits were not significant in2013 and 2012.