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 (Date of earliest event reported)    April 1, 1997       


                               PP&L Resources, Inc.
___________________________________________________________________________
          (Exact name of registrant as specified in its charter)

         PENNSYLVANIA                   1-11459            23-2758192
___________________________________________________________________________
  (State or other jurisdiction       (Commission         (IRS Employer
        of incorporation)            File Number)        Identification
                                                               No.)

                       Pennsylvania Power & Light Company
___________________________________________________________________________
          (Exact name of registrant as specified in its charter)

         PENNSYLVANIA                   1-905              23-0959590
___________________________________________________________________________
  (State or other jurisdiction       (Commission         (IRS Employer
        of incorporation)            File Number)        Identification
                                                               No.)

      TWO NORTH NINTH STREET, ALLENTOWN, PA.               18101-1179
___________________________________________________________________________
     (Address of principal executive offices)              (Zip Code)



Registrant's telephone number, including area code 610-774-5151     



___________________________________________________________________________
      (Former name or former address, if changed since last report.)


Item 7.  Financial Statements, Pro Forma Financial 
Information and Exhibits

	On April 1, 1997, Pennsylvania Power & Light 
Company ("PP&L" or "the Company") filed its restructuring 
plan with the Pennsylvania Public Utility Commission 
pursuant to the provisions of Pennsylvania's
Electricity Generation Customer Choice and 
Competition Act (the "Act").  In this regard, the following 
Exhibits are submitted herewith:

	(c)  Exhibits

	99.1 A letter which the Company distributed to members 
of the investment community on April 1, 1997, 
describing the filing and the financial and 
accounting implications of the Act for the 
Company.

	99.2 The Company's news release regarding the filing, 
including an appended fact sheet.


                         SIGNATURE

	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 thereunto duly 
authorized.


                   PP&L RESOURCES, INC. AND
                   PENNSYLVANIA POWER & LIGHT COMPANY




                   By:         /s/ R. E. Hill               
                                   R. E. Hill
                        Senior Vice President-Financial
                      (PP&L Resources, Inc. and Pennsylvania 
                             Power & Light Company)


Date:  April 2, 1997

EX-99

                                                     Exhibit 99.1

            (Company logo appears here)
            Pennsylvania Power & Light Company
            Two North Ninth Street
            Allentown, PA   18101
            610/774-5151


John R. Biggar
Vice President - Finance
610/774-5613
FAX:  610/774-5106



                                     April 1, 1997

Members of the Investment Community:


              Re:  PP&L's Restructuring Plan

	In accordance with the provisions of Pennsylvania's 
Electricity Generation Customer Choice and Competition Act 
("Customer Choice Act"), Pennsylvania Power & Light Company filed 
its Restructuring Plan with the Pennsylvania Public Utility 
Commission on April 1, 1997.  Under the provisions of the 
Customer Choice Act, the PUC is required to take action on the 
Restructuring Plan by the end of 1997.

	The Restructuring Plan provides a framework for a 
smooth transition from today's regulated prices to a marketplace 
in which customers will have the ability to have direct access to 
the generation supplier of their choice.

Calculation of Stranded Costs

	Under the Customer Choice Act, the PUC is authorized to 
determine the level of stranded costs for each electric utility 
and provide a mechanism for recovery of an appropriate amount of 
stranded costs in accordance with the standards established by 
the Customer Choice Act.  That mechanism is a non-bypassable 
competitive transition charge ("CTC") to be paid by all PUC-
jurisdictional customers who receive transmission and 
distribution service from the Company.

	Stranded costs are defined in the Customer Choice Act 
as "an electric utility's known and measurable net electric 
generation-related costs, determined on a net present value basis 
over the life of the asset or liability as part of its 
restructuring plan, which would have been recoverable under a 
regulated environment but which may not be recoverable in a 
competitive generation market and which the Commission determines 
will remain following mitigation by the electric utility."

	The Restructuring Plan filed by the Company on April 1 
includes a claim of $4.6 billion for stranded costs.  As provided 
in the Customer Choice Act, the categories of stranded costs are 
comprised of:

	1.  Net plant investments and costs attributable to 
existing generation plants and facilities, disposal of spent 
nuclear fuel, retirement costs attributable to existing non-
nuclear generating plants and other transition costs, 
including employee severance, early retirement, outplacement 
and related costs for employees who are affected by changes 
that are expected to occur as a result of restructuring of 
the electric utility industry;

	2.  Prudently incurred costs related to the 
cancellation, buyout, buydown or renegotiation of NUG 
contracts; and

	3.  Regulatory assets and other deferred charges 
typically recoverable under current regulatory practice and 
cost obligations under PUC-approved contracts with NUGs.

	The Company's calculation of $4.6 billion of stranded 
costs is higher than previous public estimates published by other 
firms for several reasons.  Those estimates were not prepared in 
accordance with the methodology required by the Customer Choice 
Act.  In addition, the public estimates excluded certain elements 
of cost, such as fossil decommissioning costs, capital additions 
to generating facilities over the remainder of their useful lives 
and allocated administrative and general costs.  Finally, the 
Company is currently projecting a lower market price of 
electricity than what was assumed in those estimates of stranded 
costs.

	The Company's estimate of stranded costs for the 
Susquehanna nuclear plant and for its fossil generation plants 
was calculated by comparing the annual revenue requirements under 
a regulated environment for each generating plant with the annual 
revenues that plant would be expected to receive from the sale of 
its output using projected market prices of electricity developed 
by an independent expert for each year beginning January 1, 1999 
to the end of that plant's useful life.  A PUC-jurisdictional 
percentage was applied to the annual excess or deficiency.  The 
resulting stream of excesses or deficiencies was discounted to 
present value using a discount rate of 7.92% -- the Company's 
weighted after-tax cost of capital at December 31, 1996.

	NUG stranded costs were determined by comparing the 
difference between the contract cost of energy required to be 
purchased from non-utility generators under contracts in place 
(beginning January 1, 1999 through the end of the contract term) 
and the projected market prices of electricity for the energy 
required to be purchased under those NUG contracts.  This 
difference was adjusted for the PUC-jurisdictional portion and 
discounted at the Company's weighted after-tax cost of capital to 
determine the present value at January 1, 1999.  Stranded NUG 
costs also include the present value of payments occurring after 
December 31, 1998 to buy out two NUG contracts.

	The Company's calculation of stranded costs related to 
regulatory assets is the present value at January 1, 1999 of the 
PUC-jurisdictional portion of regulatory assets that relate to 
generation.  Among other things, these regulatory assets include 
unrecovered energy costs, postretirement benefits other than 
pensions, taxes recoverable, deferred Susquehanna operating and 
carrying costs, retired miners' health care costs and voluntary 
early retirement costs.

	In determining the appropriate amount of stranded cost 
recovery, the Customer Choice Act requires the PUC to consider 
the extent to which an electric utility has taken steps to 
mitigate generation-related stranded costs by appropriate means 
that are reasonable under the circumstances.  Mitigation efforts 
undertaken over time prior to the enactment of the Customer 
Choice Act are to be considered of equal importance by the PUC in 
determining an electric utility's stranded costs as actions taken 
after the passage of the Customer Choice Act.

PP&L's Mitigation Efforts

	Mitigation describes any efforts by a utility to reduce 
costs or increase revenues (other than by rate increases), both 
historically and prospectively, and thereby reduce its stranded 
costs.  Historic mitigation refers to past efforts to reduce 
costs and increase revenues.  The effect of these historic 
efforts is reflected in the level of a utility's current rates 
and its corresponding level of stranded costs.  Future mitigation 
refers to prospective plans and efforts during the transition 
period and thereafter to reduce costs or increase revenues, which 
will further reduce a utility's stranded cost claim.

	Utilities that have been successful in controlling 
costs in the past will have lower current rates and 
correspondingly lower stranded costs.  Utilities, such as the 
Company, have already accomplished significant mitigation by 
controlling costs and have passed the benefits of lower costs 
through to ratepayers over time.

	Cost control and efficient management have been an 
integral part of the Company's corporate culture for many years, 
and it has done an outstanding job of controlling costs and 
rates.  The Company's efforts in this regard include 
refinancings, O&M cost reductions, reductions in planned capital 
expenditures, employee reductions, inventory reductions, improved 
nuclear and fossil plant operations, buyouts of NUG contracts and 
economic development initiatives.

	The result of the Company's past mitigation efforts 
have resulted in reasonable rates to customers.  While it is not 
possible to quantify the precise savings achieved through these 
mitigation efforts, the success the Company has achieved can be 
seen by viewing its rates in perspective over time and comparing 
those rates to the rates of other utilities.

	The Company's average rate in 1996 was 7.38 cents per 
kwh, which is only slightly above the 1986 average rate of 7.34 
cents per kwh after the Susquehanna Unit No. 2 rate case in 1985.  
Adjusted for inflation, the Company's rates have declined by more 
than 25% since 1986.  Given the initial 54-month rate cap 
contained in the Customer Choice Act, this real price decrease 
will likely continue.  Assuming that today's rates remain in 
place through June 2001 and an annual inflation rate of 2.5%, the 
Company's rates will have declined, in real terms, by about one-
third since 1986.

	Based on the most recent available data, the Company's 
rates are approximately 7% below the Pennsylvania average.

	In addition to past mitigation efforts, the Company has 
included in its Restructuring Plan additional cost reductions 
designed to further reduce its stranded cost claim.  These 
efforts include the Company's planned reduction of capital 
expenditures by $671 million over the five-year period 1996-2000 
compared to the Company's 1995 budget for capital expenditures 
over that five-year period.  The Company has also projected about 
$513 million of unspecified reductions of future O&M and 
administrative and general costs.

	With PUC approval, the Company recently concluded 
arrangements for the buyout of a 100 megawatt NUG contract, and 
the buyout of a second contract -- 18 megawatts -- is currently 
awaiting approval by the PUC.  These NUG buyouts are not 
reflected in the Company's current rates and reduce stranded 
costs by about $100 million.

	In its 1995 rate case with the PUC, the Company filed 
for, and was granted, the right to extend the lives of its 
transmission and distribution plant.  If the Company had used 
those longer lives when the transmission and distribution 
facilities were originally placed in service, the accumulated 
depreciation for those facilities would have been less than what 
is currently recorded on the Company's books.  In its 
Restructuring Plan, the Company proposes to take the $205 million 
difference between the current actual accumulated depreciation 
and the theoretical accumulated depreciation and transfer it to 
the accumulated reserve for depreciation associated with the 
Susquehanna station.

	In total, the Company estimates that its future 
mitigation efforts have resulted in a reduction in the Company's 
stranded cost claim by over $1 billion.

Summary of Stranded Cost Calculations

	As set forth in the Restructuring Plan filed with the 
PUC on April 1, the Company's net mitigated stranded cost claim 
is $4.6 billion, as summarized below:

                                           Amount
     Category of Stranded Cost     (Millions of Dollars)

            Nuclear Generation            $2,852
            Fossil Generation                718
            NUG Contracts                    657
            Regulatory Assets                384
                                          $4,611

Financial Implications of the Customer Choice Act

	The ultimate impact of the Customer Choice Act on the 
Company's financial health will depend on numerous factors.  
These factors include:

	1.  The amount of stranded cost recovery approved 
by the PUC, the PUC's overall treatment of the 
Company's filing and the effect of the rate cap imposed 
under the provisions of the Customer Choice Act;

	2.  The actual market price of electricity over 
the transition period; 

	3.  Future sales levels; and

	4.  The extent to which the regulatory framework 
established by the Customer Choice Act will continue to 
be applied.

	Under the provisions of the Customer Choice Act, the 
Company's rates to PUC-jurisdictional customers are capped at the 
level in effect on January 1, 1997 through mid-2001 for 
transmission and distribution services and through the year 2005 
for generation customers.  By applying the CTC proposed by the 
Company in its Restructuring Plan (which is restricted by the 
rate cap) through the year 2005, the Company anticipates 
collecting $4,210 million of its stranded costs.  Based on these 
projections, the remaining $401 million would be reflected as 
lower cash flow to the Company after the transition period than 
would have occurred with continued regulated rates.

	In this regard, it should be noted that the Company's 
stranded cost claim included in the Restructuring Plan is based 
on a projection of future market prices and assumes a significant 
portion of the Company's stranded costs will be recovered by way 
of increased market prices for electricity.  This increase may or 
may not occur.  To the extent that the market price of 
electricity does not increase as projected, the Company could be 
placed at risk for a greater non-recovery of stranded costs.  

	In any event, it should be remembered that the estimate 
of under-recovery has been calculated on a discounted cash flow 
basis over 25 years and does not represent an estimate of an 
exposure to an accounting write-off.  If the Restructuring Plan 
filed by the Company is accepted by the PUC, the Company will 
have essentially the same amount of revenues through the end of 
the transition period in 2005 that it would have had if today's 
regulated rates had been continued over that period of time.

	If the PUC permits full recovery of the Company's 
stranded costs, including full recovery of all regulatory assets 
and above-market NUG costs over the transition period, the 
Company estimates that its net income over the transition period 
would be reduced by about 5%.

	However, the PUC may make adjustments to components or 
assumptions included in the Restructuring Plan filed by the 
Company that could have an adverse effect on the amount of the 
CTC or the categories of stranded costs that are recoverable 
through the CTC.  As a result of these uncertainties, from an 
accounting perspective the Company cannot determine whether and 
to what extent it may be subject to a write-off or a reduction in 
earnings until the PUC issues an order with respect to the 
Restructuring Plan.  Based on the substantial amounts involved in 
the Restructuring Plan, should the Company be required to incur a 
write-off, it could be material in amount.

SFAS No. 71

	The Company believes that the Customer Choice Act 
establishes a definitive transition to market-based pricing for 
electric generation.  This transition includes cost-of-service 
based ratemaking during the transition period.  In addition, the 
Company's stranded costs will be collected through a non-
bypassable CTC.  Based on this structure, the Company believes it 
will continue to meet the requirements of Statement of Financial 
Accounting Standard ("SFAS") No. 71 throughout the transition 
period.

	At the conclusion of the transition period, the Company 
believes it will be at risk to recover its generation costs 
through market-based revenues.  At that time, the Company expects 
to discontinue the application of SFAS No. 71 for the electric 
generation portion of its business.

	The Company understands that the Securities and 
Exchange Commission has begun inquiries regarding the 
appropriateness of the continued application of SFAS No. 71 by 
utilities in states that have enacted deregulation legislation 
similar to the Customer Choice Act.  As discussed above, the 
Company believes it currently meets and will continue to meet the 
requirements to apply SFAS No. 71 during the transition period.  
In the event that the SEC concludes that the current regulatory 
and legal framework in Pennsylvania no longer meets the 
requirements to apply SFAS No. 71 to the generation business, the 
Company would reevaluate the financial impact of electric 
industry restructuring and a material write-off could occur.

	Given the current regulatory environment, the Company's 
electric transmission and distribution businesses are expected to 
remain regulated and, as a result, will continue application of 
the provisions of SFAS No. 71.

Securitization

	The Company is considering securitizing some portion of 
its stranded costs.  However, the Company has not included an 
application for a qualified rate order as part of its 
Restructuring Plan.  This should not be viewed as an indication 
that the Company is opposed to securitization.

	The Company has not included a request for 
securitization at this time for several reasons.  First, there is 
tremendous uncertainty at the present time as to when and if the 
Company would be allowed to issue transition bonds.  The current 
PECO securitization proceeding has been highly contentious and it 
appears likely that any PUC decision that permits PECO to issue 
transition bonds may be appealed by one or more of the parties.  
Any such appeal could significantly delay the actual issuance of 
transition bonds.

	Second, there are several unresolved issues regarding 
tax matters, structure and accounting issues that require further 
review.  It is apparent that securitization requires much more 
analysis than originally contemplated.  Rather than rushing to 
include securitization in the Restructuring Plan, the Company has 
elected to attempt to resolve these issues and present a more 
definitive proposal to the PUC.

	Third, the Restructuring Plan is itself complex and 
raises many important and novel issues.  Given the likelihood of 
substantial delay in the issuance of transition bonds, the 
Company decided not to needlessly complicate its Restructuring 
Plan with a securitization proposal at this time.

	The Company supports securitization.  In reaching a 
decision about securitization, the Company will carefully 
consider the specific nature of the stranded costs being 
securitized and how various categories of stranded costs can 
impact the relative benefits of securitization available to 
ratepayers and shareowners.  For example, a considerable portion 
of the Company's stranded costs are related to regulatory assets 
and NUG contract payments that have not been financed with 
corporate debt or shareowner capital.  The securitization of 
these costs may not provide rate reductions for our ratepayers in 
the same amount as for those stranded costs related to generating 
assets that have been previously so financed.

	In evaluating securitization, we will also consider the 
dilutive effect that securitization could have on earnings per 
share if proceeds from the issuance of transition bonds are used 
to buy back the common stock of PP&L Resources, Inc. at prices 
above book value and the savings from the repurchase of common 
stock are passed on to customers.  The analysis will include the 
potential impact that such dilution could have on the level of 
common stock dividends paid by PP&L Resources, Inc.

	We will also consider the impact that securitization 
could have on the need for the Company to issue securities during 
the transition period that would not otherwise have been issued 
but for securitization.

             *               *               *

	For your reference, I have enclosed a copy of the news 
release issued by the Company today with respect to the filing of 
its Restructuring Plan with the PUC and a fact sheet that 
provides some additional details concerning the Restructuring 
Plan.

	If you have questions concerning the Restructuring 
Plan, the Company's claim for stranded cost recovery or plans for 
securitization, please feel free to call Tim Paukovits, our 
Investor Relations Manager (610/774-4124) or me (610/774-5613).

                                  Sincerely,



                                 /s/ John R. Biggar


Enclosures


	Certain statements contained herein are "forward-
looking statements" within the meaning of the 
securities laws.  Although the Company believes 
that the expectations reflected in such statements 
are reasonable, it can give no assurance that such 
expectations will prove to have been correct.

EX-99

                                                Exhibit 99.2


            PP&L Files Customer Choice Plan with PUC

   ______________________________________________________



	Pledging to continue its record of price stability and 
to provide customers with the information they need to make 
informed choices in a changing marketplace, Pennsylvania 
Power & Light Co. Tuesday (4/1) filed its customer choice 
implementation plan with the state Public Utility 
Commission.  

	Under the filing, called a restructuring plan, all 
customers will have the prices they pay for electricity 
capped at current levels for as long as four-and-one-half 
years and for up to nine years for some customers.  

	"This plan outlines a smooth transition from today's 
regulated prices to a marketplace in which customers will 
have the opportunity -- through the choices they make -- to 
reduce the prices that they pay for electricity," said 
William F. Hecht, PP&L's chairman, president and chief 
executive officer.  "Under this plan, customers can't lose.  
They will have more choices while having the assurance of a 
price cap during the transition period."  

	Tuesday's filing continues PP&L's leadership role in 
the transition to a competitive electricity marketplace for 
electricity, Hecht said.  Under legislation signed by Gov. 
Ridge last December, Pennsylvanians will have the 
opportunity to select the company that generates the 
electricity they use.  The state's current electric 
utilities will continue to provide delivery services.  
Customer choice would be phased in, beginning in January of 
1999. 

	Hecht pointed out that PP&L's plan provides that 
customers who decide to shop for their electricity supply 
will have a guarantee that the prices PP&L charges for the 
delivery service component of current rates will not 
increase for four-and-one-half years and that electricity 
generation rates for those who decide not to shop for their 
electricity supply will be capped for nine years.

	"If our plan is approved, customers who are buying 
their electricity from PP&L in the year 2001 will be paying 
prices that are essentially the same as they were paying in 
1986," said Hecht.  "This is a 15-year record of price 
stability that is unmatched in Pennsylvania."  Hecht noted 
that, when inflation is taken into account, PP&L rates will 
have dropped by about one-third over that same period.

	As part of its plan, PP&L also is proposing to make 
available to all customers rates that sharply reduce the 
cost of delivering additional electricity.  These savings 
would apply in addition to any savings that customers 
realize through the competitive marketplace.  "Our proposal 
to provide reduced prices for additional electricity use 
will benefit individual customers and promote economic 
growth in the communities we serve," said Hecht.

	"As the issue of customer choice has been examined over 
the past several years, there has been a lot of discussion 
about lower rates for Pennsylvanians.  The customers of PP&L 
have enjoyed low rates for decades and will continue to do 
so in the future.  At PP&L, we have a proven history of 
delivering on the promise of competitive prices," said 
Hecht.

	In addition to being stable, he noted that PP&L's 
prices are among the lowest in the Mid-Atlantic region.

	The Company's plan is based on charges in effect on 
Jan. 1, 1997.  The company does not propose to change those 
rate levels in its filing.

	Hecht said PP&L is committed to a comprehensive 
customer education effort as part of the transition to 
competition.  "We already are working with the PUC and other 
groups to ensure that customers have the information they 
need to make informed choices," said Hecht.  "Customers 
shouldn't be apprehensive about these changes, especially 
because they don't need to make any decisions until they are 
comfortable with the information they have."

	As part of Tuesday's filing, PP&L outlines extensive 
education efforts for consumers, Hecht said.  The consumer 
education initiatives, which include a comprehensive 
customer handbook, Internet information and community 
meetings, will be carried out in cooperation with the PUC 
and consumer groups.

	The filing also details the Company's plan to increase 
efforts to help customers who have difficulty paying their 
bills.

	Hecht said that a competitive generation marketplace is 
good news for all of the state's electricity users.

	"As a result of the changes coming to the state's 
electricity business, PP&L -- which has competitive prices 
and a superior record of satisfying customers -- will be 
able to offer electricity to all the residents of 
Pennsylvania.  We are very much looking forward to that 
opportunity," said Hecht.

	In Tuesday's filing, the Company asks the PUC to 
approve a Competitive Transition Charge that would permit 
PP&L to recover costs incurred to provide service to 
customers in a regulated environment which may not be 
recoverable in a competitive marketplace.  The Competitive 
Transition Charge would be listed as a separate line item on 
the bills of all "delivery" customers.

	"The proposal to recover these costs through the CTC 
does not represent an increase in the prices customers pay.  
As a practical matter, customers are paying these charges 
today under a regulated system.  The transition charge is 
simply a mechanism to smooth the road to the competitive 
marketplace," said Hecht.

	Based on projected electricity prices, PP&L estimates 
that it faces transition costs of about $4.6 billion.  Most 
of these transition costs result from the construction of 
the Susquehanna nuclear power plant.  Other components 
include costs to add environmental protection equipment at 
coal-fired power plants, the cost of purchasing power from 
non-utility generators and accounting-related charges 
resulting from certain financial and ratemaking practices 
under regulation.

	Hecht stressed that these costs are the result of the 
Company's efforts to live up to responsibilities that it 
takes very seriously.  "We spent this money to provide high-
quality and competitively priced service to our customers in 
central eastern Pennsylvania.  We anticipated being able to 
recoup these investments over periods ranging up to 40 
years.  With competition coming to the business, that is no 
longer practical," said Hecht.

	Hecht said that the Company's transition cost request 
is fair and is consistent with the legislation enacted last 
year.  "Even with the plan we propose, our projections show 
that PP&L will fail to recover about $400 million of its 
transition costs," said Hecht.

	The Company's filing also outlines the organizational 
changes that PP&L will make to treat all electricity 
suppliers on a comparable basis, including PP&L's 
competitive electricity generation and sales business.  
These organizational changes, which include the 
establishment of a Retail Energy Supply group to sell 
electricity throughout the Mid-Atlantic region, were 
announced last month.

	The Company has deferred a decision on whether or not 
it will seek to securitize any portion of the transition 
costs that are approved by the PUC.  The Pennsylvania 
customer choice legislation permits utilities to issue 
special bonds to refinance -- or "securitize" -- transition 
costs.  "It is not clear at this time whether  
securitization will be in the long-term best interest of our 
customers and our shareowners," said Hecht.  "For that 
reason, we have not included a request to securitize 
transition costs in our filing with the PUC.  We will 
continue to study this issue and may seek securitization in 
the future."

	Hecht emphasized that PP&L will continue its commitment 
to improve the quality of life in the communities of central 
eastern Pennsylvania.  "As has been the case for more than 
75 years, the continued health and vitality of this region 
is an important factor in the financial success of PP&L.  
Our commitment to economic development and community 
involvement will remain a top priority," Hecht said.

	The PUC is expected to hold hearings on the Company's 
filing and make a final decision on the proposal by the end 
of this year.

	"We look forward to a full, open discussion of our 
filing.  We are convinced that this plan is in the long-term 
best interests of all who depend on PP&L," said Hecht.

	PP&L, a subsidiary of PP&L Resources, Inc., provides 
electric service to 1.2 million customers in 29 counties of 
central and eastern Pennsylvania.  Other company 
subsidiaries are Power Markets Development Co., an 
international power company; and Spectrum Energy Services 
Corp., which markets energy-related services and products.



	For recent news releases and other information about 
PP&L Resources, see our Internet home page:  
http://www.papl.com/



                          *  *  *  *  *





Following is a fact sheet that provides more details on the 
Company's filing.





                   PP&L Restructuring Plan
                         Fact Sheet

             ____________________________________



- -- With the April 1, 1997, filing of its Restructuring Plan, 
PP&L continues to be a strong and active proponent of retail 
competition.


- -- The plan caps rates that all customers pay for 
electricity for four-and-one-half years and for some 
customers for as long as nine years.  PP&L rates already are 
below the Pennsylvania average.  PP&L's rates today are 
essentially the same as they were in 1986, which means they 
are about 25 percent lower in real terms when adjusted for 
inflation.


- -- One-third of PP&L's customers would have the opportunity 
to choose their electricity supplier beginning Jan. 1, 1999.  
Another third would have that opportunity beginning on Jan. 
1, 2000, and all customers would be able to choose by Jan. 
1, 2001.


- -- Enrollment periods would begin six months before each 
step of the phase-in.  If a class is over-subscribed, 
customers will be selected on a random basis.


- -- Any supplier who is licensed by the PUC and satisfies 
interconnection requirements may participate.  The filing 
includes a fee schedule for PP&L to provide certain services 
to suppliers, including billing and general administration.


- -- PP&L plans to participate as a generation supplier to 
customers in its current service territory and elsewhere.  
To accommodate this participation, the company is proposing 
a separation of its generation and electricity sales 
function from the transmission and distribution function.


- -- PP&L plans an extensive education effort to ensure that 
customers understand retail competition and can participate 
on an informed basis.


- -- PP&L's transition costs are estimated to be $4.6 billion 
in four main categories: nuclear generation, fossil 
generation, non-utility generator contracts and regulatory 
assets.  PP&L is not proposing to securitize any of its 
transition costs at this time, but it continuing to study 
the securitization option.


- -- The plan will unbundle customer rates into three main 
categories:  Transmission & Distribution charge; a 
Generation charge; and a Competitive Transition Charge, 
which will be used to recover transition costs.  The CTC 
will be paid by all customers who receive transmission and 
distribution service from PP&L.


- -- The CTC does NOT result in an increase in customer rates; 
it is simply a restatement of costs currently being paid by 
customers.


- -- PP&L will continue to be the "supplier of last resort" 
for customers who choose not to shop.


- -- The filing includes a proposal to expand programs for 
low-income customers.