8-K

UNITED STATES

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):  May 5, 2011

Commission File Number	Registrant; State of Incorporation; Address and Telephone Number	IRS Employer Identification No.
1-11459	PPL Corporation (Exact name of Registrant as specified in its charter) (Pennsylvania) Two North Ninth Street Allentown, PA  18101-1179 (610) 774-5151	23-2758192
1-32944	PPL Energy Supply, LLC (Exact name of Registrant as specified in its charter) (Delaware) Two North Ninth Street Allentown, PA  18101-1179 (610) 774-5151	23-3074920
1-905	PPL Electric Utilities Corporation (Exact name of Registrant as specified in its charter) (Pennsylvania) Two North Ninth Street Allentown, PA  18101-1179 (610) 774-5151	23-0959590

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Section 2 - Financial Information

Item 2.02 Results of Operations and Financial Condition

On May 5, 2011, PPL Corporation (“PPL”) issued a press release announcing its financial results for the quarter ended March 31, 2011, and other business matters.  

Section 7 - Regulation FD

Item 7.01 Regulation FD Disclosure

A copy of the press release referred to in item 2.02 above is furnished herewith as Exhibit 99.1.  On May 5, 2011, at 9:00 a.m. (Eastern Time), members of PPL’s senior management will hold a teleconference and webcast with financial analysts to discuss PPL’s financial results for the quarter ended March 31, 2011, and other business matters.  A copy of the slides to be used during the webcast is furnished as Exhibit 99.2.  The event will be available live, in audio format, along with the slides, on PPL’s Internet Web site:  www.pplweb.com.  The webcast will be available for replay on PPL’s Web site for 30 days.

As further described below, despite the need for unscheduled inspection and repair of turbine blades at its Susquehanna nuclear generating facilities, PPL is maintaining its 2011 forecast of earnings from ongoing operations of $2.50 to $2.75 per share.

Unit 2 at PPL’s Susquehanna nuclear plant is currently in a scheduled outage for refueling and generation uprate.  In connection with this outage, a planned inspection of the Unit 2 turbine revealed defects in certain of its low pressure turbine blades.  Replacement of these blades is required but was not anticipated as part of the original scope of this outage.  The necessary repair work is expected to extend the Unit 2 outage by approximately four to six weeks.  As a precaution, PPL likely will also take Unit 1 out of service in the coming weeks to perform similar turbine blade inspections.  No specific dates or timetable for that inspection have been established, and may be determined in part by the results of the inspection and repairs at Unit 2.  There is no current expectation that repairs will be required at Unit 1.  PPL's current estimate of the after-tax financial impact related to these outages is between $20 million and $30 million.  There can be no assurance that additional repairs at Unit 2 or Unit 1 will not be required, or that the length of the current outage will not exceed the extended timeframe referred to above.

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

(d)	Exhibits
	99.1 -	Press Release, dated May 5, 2011, announcing PPL’s financial results for the quarter ended March 31, 2011, and other business matters.
	99.2 -	Slides to be used on the May 5, 2011 webcast among members of PPL’s senior management and financial analysts.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.

PPL CORPORATION
By:	/s/ Vincent Sorgi
	Vincent Sorgi Vice President and Controller

PPL ENERGY SUPPLY, LLC
By:	/s/ Vincent Sorgi
	Vincent Sorgi Vice President and Controller

PPL ELECTRIC UTILITIES CORPORATION
By:	/s/ Vincent Sorgi
	Vincent Sorgi Vice President and Controller

Dated:  May 5, 2011

EX-99.1

Exhibit 99.1

Contacts:	For news media – George Biechler, 610-774-5997
	For financial analysts – Joseph P. Bergstein, 610-774-5609

PPL reports first-quarter earnings

·   First-quarter reported earnings and earnings from ongoing operations increase versus a year ago

·   Per share earnings from ongoing operations strong but down on higher shares outstanding

·   Successful acquisitions significantly improve business mix

·   Company on track to achieve post-acquisition ongoing earnings forecast for 2011

ALLENTOWN, Pa. (May 5, 2011) ― PPL Corporation (NYSE: PPL) on Thursday (5/5) announced reported first-quarter earnings of $401 million, or $0.82 per share, up from $250 million, or $0.66 per share, a year ago. Adjusting for special items, PPL’s earnings from ongoing operations for the quarter were $407 million, or $0.84 per share, compared with $357 million, or $0.94 per share, a year ago.

The increase in first-quarter reported earnings and earnings from ongoing operations reflects the earnings of PPL’s Kentucky regulated business segment and the impact of PPL Electric Utilities’ distribution base rate increase that became effective in January 2011. Partially offsetting these positive factors were expected lower energy margins in PPL’s competitive supply business segment.  Reported earnings in the first quarter of 2010 also were negatively impacted by higher special item charges than in the first quarter of 2011.

On a per share basis, PPL’s earnings from ongoing operations were lower for the quarter compared with a year ago, primarily due to its June 2010 issuance of common stock to fund the November 2010 acquisition of Louisville Gas and Electric Company and Kentucky Utilities Company. The common stock issuance reduced PPL’s earnings from ongoing operations and reported earnings for the first quarter of 2011 by $0.23 and $0.22 per share, respectively.

In April 2011, PPL successfully completed equity offerings to permanently finance the acquisition of Western Power Distribution East Midlands plc and Western Power Distribution West Midlands plc, the former Central Networks electricity distribution businesses in central England.

“With our strong first-quarter results, we’re on target to meet our 2011 earnings forecast,” said James H. Miller, PPL’s chairman, president and chief executive officer. “We’re extremely pleased with the successful execution of the equity offering for the permanent financing of the Central Networks acquisition, which closed on April 1,” Miller said.

“As a result of the Kentucky and U.K. acquisitions, we’ve accomplished our strategic objective to increase the weighting of regulated businesses in our portfolio,” Miller said.

“Clearly, we have excellent assets that are well-positioned to grow value for our shareowners – both in the regulated and the competitive segments of our business. By 2013, we expect a significant majority of our earnings and cash flow to come from regulated businesses. Just as importantly, we have significantly improved our risk profile while also retaining the upside of the competitive supply segment when wholesale energy market fundamentals rebound,” Miller said.

PPL reaffirmed its 2011 forecast of $2.50 to $2.75 per share in earnings from ongoing operations, based on its recently completed acquisition of WPD East Midlands and WPD West Midlands. PPL’s 2011 forecast of reported earnings is $2.48 to $2.73 per share, reflecting special items recorded through the first quarter of 2011, but excluding subsequently incurred transaction-related costs for the WPD Midlands acquisition.

First-Quarter 2011 Earnings Details

PPL’s reported earnings for the first quarter of 2011 included net special item charges of $0.02 per share, reflecting $0.05 per share in acquisition-related charges for the April 1, 2011, acquisition of WPD East Midlands and WPD West Midlands and a credit of $0.03 per share for energy-related economic activity. For the first quarter of 2010, PPL recorded net special item charges of $0.28 per share, including a charge of $0.16 per share for energy-related economic activity.

Reported earnings are calculated in accordance with generally accepted accounting principles (GAAP) in the U.S. Earnings from ongoing operations is a non-GAAP financial measure that is adjusted for special items. Special items include the impact of energy-related economic activity (principally changes in fair value of economic hedges and the ineffective portion of qualifying cash flow hedges), as well as other impacts fully detailed at the end of this news release.

 (Dollars in millions, except for per share amounts)

	1st Quarter	1st Quarter
	2011	2010	% Change
Reported Earnings	$401	$250	+60%
Reported Earnings Per Share	$0.82	$0.66	+24%
Earnings from Ongoing Operations	$407	$357	+14%
Per Share Earnings from Ongoing Operations	$0.84	$0.94	-11%

(See the tables at the end of the news release for details as to the reconciliation of earnings from ongoing operations to reported earnings.)

First-Quarter 2011 Earnings by Business Segment

The following chart shows PPL’s earnings by business segment for the first quarter of 2011, compared with the same period of 2010.

	1st Quarter
	2011			2010
	(per share)
Earnings from Ongoing Operations
Kentucky Regulated	$	0.15		$	-
International Regulated		0.16			0.20
Pennsylvania Regulated		0.11			0.10
Supply		0.42			0.64
Total	$	0.84		$	0.94
Special Items
Kentucky Regulated	$	-		$	-
International Regulated		(0.05	)		-
Pennsylvania Regulated		-			-
Supply		0.03			(0.28	)
Total	$	(0.02	)	$	(0.28	)
Reported Earnings
Kentucky Regulated	$	0.15		$	-
International Regulated		0.11			0.20
Pennsylvania Regulated		0.11			0.10
Supply		0.45			0.36
Total	$	0.82		$	0.66

(For more details and a breakout of special items by segment, see the reconciliation tables at the end of this news release.)

Key Factors Impacting Business Segment Earnings from Ongoing Operations

Kentucky Regulated Segment

PPL’s Kentucky regulated segment primarily includes the regulated electricity and natural gas delivery operations and the regulated electricity generation of Louisville Gas and Electric and Kentucky Utilities.

PPL acquired the Kentucky businesses on Nov. 1, 2010. Earnings from ongoing operations of $0.15 per share includes their operating results for the first quarter of 2011, interest expense associated with the equity units issued in June 2010 for the acquisition of these businesses, and dilution of $0.04 per share.

International Regulated Segment

PPL’s international regulated segment includes the U.K. regulated electricity delivery operations of WPD, serving Southwest England and South Wales and, effective April 1, 2011, the Midlands area of England.

Earnings from ongoing operations for this segment in the first quarter of 2011 declined by $0.04 per share compared with a year ago. After adjusting for dilution of $0.04 per share, this segment’s earnings were flat compared with 2010, primarily as the result of higher delivery revenues offset by higher financing costs and higher income taxes.

Pennsylvania Regulated Segment

PPL’s Pennsylvania regulated segment includes the regulated electricity delivery operations of PPL Electric Utilities.

Earnings from ongoing operations for this segment in the first quarter of 2011 increased by $0.01 per share compared with 2010. This increase was primarily due to higher distribution revenue as a result of the distribution base rate increase effective Jan. 1, 2011, partially offset by higher operation and maintenance expenses and dilution of $0.03 per share.

Supply Segment

PPL’s supply segmentprimarily consists of the domestic electricity generation and the marketing operations of PPL Energy Supply.

Earnings from ongoing operations for this segment in the first quarter of 2011 declined by $0.22 per share compared with 2010. This decline was primarily due to dilution of $0.12 per share and lower energy margins as a result of lower Eastern energy and capacity prices.

2011 Earnings from Ongoing Operations Forecast by Business Segment

Earnings	2011 (Forecast)		2010 (Actual)
(per share)	midpoint
Kentucky Regulated	$	0.41	$	0.06	*
International Regulated		0.86		0.53
Pennsylvania Regulated		0.27		0.27
Supply		1.09		2.27
Total	$	2.63	$	3.13

* The 2010 earnings for the Kentucky regulated segment only include results for November and December, partially offset by the interest expense associated with the equity units issued in June 2010 related to the acquisition.

A full year of earnings from the Kentucky regulated segment and a partial year of earnings from the U.K. acquisition are the largest positive drivers of PPL’s 2011 projected earnings. Offsetting these benefits is dilution of $0.75 per share associated with PPL’s June 2010 and April 2011 issuances of common stock, as well as expected lower wholesale energy margins.

Kentucky Regulated Segment

The projected 2011 segment earnings represent a full year of earnings versus two months in 2010. This segment’s 2011 earnings are expected to be generally driven by the results of electricity and natural gas base rate increases that became effective Aug. 1, 2010. Dilution for 2011 is expected to be $0.12 per share.

International Regulated Segment

PPL projects higher segment earnings in 2011 compared with 2010. This increase is primarily due to the partial year of earnings from the newly acquired U.K. businesses. In addition, PPL expects higher earnings from its legacy WPD business, compared with 2010, primarily due to higher electricity delivery revenue and a more favorable currency exchange rate, partially offset by higher income taxes, higher depreciation and higher financing costs. Dilution for 2011 is expected to be $0.24 per share.

Pennsylvania Regulated Segment

PPL projects flat segment earnings in 2011 compared with 2010, with higher distribution revenues resulting from a distribution base rate increase effective Jan. 1, 2011, offset by dilution of an equivalent amount.

Supply Segment

PPL expects lower segment earnings in 2011 compared with 2010 as a result of lower energy margins driven by lower Eastern energy and capacity prices, higher average fuel costs and outages related to turbine blade inspections and replacements at PPL’s Susquehanna nuclear plant, as well as higher income taxes and higher operation and maintenance expense. Dilution for 2011 is expected to be $0.31 per share.

PPL Corporation, headquartered in Allentown, Pa., owns or controls about 19,000 megawatts of generating capacity in the United States, sells energy in key U.S. markets, and delivers electricity and natural gas to about 10 million customers in the United States and the United Kingdom. More information is available at www.pplweb.com.

###

(Note: All references to earnings per share in the text and tables of this news release are stated in terms of diluted earnings per share.)

Conference Call and Webcast

PPL invites interested parties to listen to a live Internet webcast of management’s teleconference with financial analysts about first-quarter 2011 financial results at 9 a.m. EDT Thursday, May 5. The meeting is available online live, in audio format, along with slides of the presentation, on PPL’s web site: www.pplweb.com. The webcast will be available for replay on the PPL web site for 30 days. Interested individuals also can access the live conference call via telephone at 702-696-4769 (ID# 62094429).

“Earnings from ongoing operations” should not be considered as an alternative to reported earnings, or net income attributable to PPL, which is an indicator of operating performance determined in accordance with generally accepted accounting principles (GAAP). PPL believes that “earnings from ongoing operations,” although a non-GAAP financial measure, is also useful and meaningful to investors because it provides management’s view of PPL’s fundamental earnings performance as another criterion in making investment decisions. PPL’s management also uses “earnings from ongoing operations” in measuring certain corporate performance goals. Other companies may use different measures to present financial performance.

“Earnings from ongoing operations” is adjusted for the impact of special items. Special items include:

·   Energy-related economic activity (as discussed below).

·   Foreign currency-related economic hedges.

·   Gains and losses on sales of assets not in the ordinary course of business.

·   Impairment charges (including impairments of securities in the company’s nuclear decommissioning trust funds).

·   Workforce reduction and other restructuring impacts.

·   Acquisition-related costs and charges.

·   Other charges or credits that are, in management’s view, not reflective of the company’s ongoing operations.

Energy-related economic activity includes the changes in fair value of positions used economically to hedge a portion of the economic value of PPL’s generation assets, full-requirement sales contracts and retail activities. This economic value is subject to changes in fair value due to market price volatility of the input and output commodities (e.g., fuel and power) prior to the delivery period that was hedged. Also included in energy-related economic activity is the ineffective portion of qualifying cash flow hedges, the monetization of certain full-requirement sales contracts and premium amortization associated with options. This economic activity is deferred, with the exception of the full-requirement sales contracts that were monetized, and included in earnings from ongoing operations over the delivery period of the item that was hedged or upon realization. Management believes that adjusting for such amounts provides a better matching of earnings from ongoing operations to the actual amounts settled for PPL’s underlying hedged assets. Please refer to the Notes to the Consolidated Financial Statements and MD&A in PPL Corporation’s periodic filings with the Securities and Exchange Commission for additional information on energy-related economic activity.

Statements contained in this news release, including statements with respect to future earnings, cash flows, financing, regulation and corporate strategy are "forward-looking statements" within the meaning of the federal securities laws. Although PPL Corporation believes that the expectations and assumptions reflected in these forward-looking statements are reasonable, these statements are subject to a number of risks and uncertainties, and actual results may differ materially from the results discussed in the statements. The following are among the important factors that could cause actual results to differ materially from the forward-looking statements: market demand and prices for energy, capacity and fuel; weather conditions affecting customer energy usage and operating costs; competition in power markets; the effect of any business or industry restructuring; the profitability and liquidity of PPL Corporation and its subsidiaries; new accounting requirements or new interpretations or applications of existing requirements; operating performance of plants and other facilities; the length of scheduled and unscheduled outages at our plants, including the current outage at Unit 2 of our Susquehanna nuclear plant to inspect and repair turbine blades, and the timing and outcome of any similar outage for inspections at Unit 1 of the Susquehanna plant; environmental conditions and requirements and the related costs of compliance, including environmental capital expenditures and emission allowance and other expenses; system conditions and operating costs; development of new projects, markets and technologies; performance of new ventures; asset or business acquisitions and dispositions, and PPL Corporation’s ability to realize the expected benefits from acquired businesses, including the 2010 acquisition of Louisville Gas and Electric Company and Kentucky Utilities Company and the 2011 acquisition of the Central Networks electricity distribution businesses in the U.K.; any impact of hurricanes or other severe weather on our business, including any impact on fuel prices; receipt of necessary government permits, approvals, rate relief and regulatory cost recovery; capital market conditions and decisions regarding capital structure; the impact of state, federal or foreign investigations applicable to PPL Corporation and its subsidiaries; the outcome of litigation against PPL Corporation and its subsidiaries; stock price performance; the market prices of equity securities and the impact on pension income and resultant cash funding requirements for defined benefit pension plans; the securities and credit ratings of PPL Corporation and its subsidiaries; political, regulatory or economic conditions in states, regions or countries where PPL Corporation or its subsidiaries conduct business, including any potential effects of threatened or actual terrorism or war or other hostilities; foreign exchange rates; new state, federal or foreign legislation, including new tax legislation; and the commitments and liabilities of PPL Corporation and its subsidiaries. Any such forward-looking statements should be considered in light of such important factors and in conjunction with PPL Corporation's Form 10-K and other reports on file with the Securities and Exchange Commission.

#     #     #

Note to Editors: Visit PPL’s media web site at www.pplnewsroom.com for additional news and background about PPL Corporation and its subsidiaries.

PPL CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED FINANCIAL INFORMATION (a)
Condensed Consolidated Balance Sheets (Unaudited)
(Millions of Dollars)
	March 31,			December 31,
	2011			2010
Assets
Cash and cash equivalents	$	1,245		$	925
Short-term investments					163
Price risk management assets - current		1,785			1,918
Assets held for sale					374
Other current assets		2,717			2,808
Investments		720			693
Property, Plant and Equipment
Regulated utility plant - electric and gas		17,235			15,994
Less: Accumulated depreciation - regulated utility plant		3,105			3,002
Regulated utility plant - electric and gas, net		14,130			12,992
Non-regulated property, plant and equipment		11,271			11,146
Less: Accumulated depreciation - non-regulated property, plant and equipment		5,550			5,440
Non-regulated property, plant and equipment, net		5,721			5,706
Construction work in progress		1,331			2,160
Property, Plant and Equipment, net		21,182			20,858
Regulatory assets		1,154			1,145
Goodwill and other intangibles		2,755			2,727
Price risk management assets - noncurrent		600			655
Other noncurrent assets		583			571
Total Assets	$	32,741		$	32,837
Liabilities and Equity
Short-term debt	$	881		$	694
Price risk management liabilities - current		1,010			1,144
Other current liabilities		3,011			3,376
Long-term debt		12,247			12,161
Deferred income taxes and investment tax credits		3,090			2,800
Price risk management liabilities - noncurrent		397			470
Accrued pension obligations		1,094			1,496
Regulatory liabilities		1,032			1,031
Other noncurrent liabilities		1,181			1,187
Common stock and capital in excess of par value		4,642			4,607
Earnings reinvested		4,312			4,082
Accumulated other comprehensive loss		(424	)		(479	)
Noncontrolling interests		268			268
Total Liabilities and Equity	$	32,741		$	32,837

(a) The Financial Statements in this news release have been condensed and summarized for purposes of this presentation.  Please refer to PPL Corporation’s periodic filings with the Securities and Exchange Commission for full financial statements, including note disclosure.

PPL CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statements of Income (Unaudited)
(Millions of Dollars, Except Share Data)
	3 Months Ended March 31,
	2011 (a)			2010 (b)
Operating Revenues
Utility	$	1,536		$	1,014
Unregulated retail electric and gas (c)		147			104
Wholesale energy marketing
Realized		1,038			1,359
Unrealized economic activity (c)		57			424
Net energy trading margins		11			11
Energy-related businesses		121			94
Total Operating Revenues		2,910			3,006
Operating Expenses
Operation
Fuel (c)		475			230
Energy purchases
Realized		671			1,009
Unrealized economic activity (c)		(18	)		563
Other operation and maintenance		583			444
Depreciation		208			124
Taxes, other than income		73			72
Energy-related businesses		113			88
Total Operating Expenses		2,105			2,530
Operating Income		805			476
Other Income (Expense) - net		(5	)		8
Other-Than-Temporary Impairments		1
Interest Expense		174			111
Income from Continuing Operations Before Income Taxes		625			373
Income Taxes		223			126
Income from Continuing Operations After Income Taxes		402			247
Income (Loss) from Discontinued Operations (net of income taxes)		3			8
Net Income		405			255
Net Income Attributable to Noncontrolling Interests		4			5
Net Income Attributable to PPL Corporation	$	401		$	250
Amounts Attributable to PPL Corporation:
Income from Continuing Operations After Income Taxes	$	398		$	242
Income (Loss) from Discontinued Operations (net of income taxes)		3			8
Net Income	$	401		$	250
Earnings Per Share of Common Stock - Basic (d)
Earnings from Ongoing Operations	$	0.84		$	0.94
Special Items		(0.02	)		(0.28	)
Net Income Available to PPL Corporation Common Shareowners	$	0.82		$	0.66
Earnings Per Share of Common Stock - Diluted (d)
Earnings from Ongoing Operations	$	0.84		$	0.94
Special Items		(0.02	)		(0.28	)
Net Income Available to PPL Corporation Common Shareowners	$	0.82		$	0.66
Weighted-Average Shares of Common Stock Outstanding (in thousands)
Basic		484,138			377,717
Diluted		484,345			377,986

(a)	Certain line items for 2011 include activity for the Kentucky entities, which were acquired on November 1, 2010.
(b)	Certain amounts from 2010 have been reclassified to conform to the current year presentation.
(c)	Includes energy-related contracts to hedge future cash flows that are not eligible for hedge accounting, or where hedge accounting is not elected.
(d)	Earnings in 2011 and 2010 were impacted by several special items, as described in the text and tables of this news release.  Earnings from ongoing operations excludes the impact of these special items.

PPL CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows (Unaudited)
(Millions of Dollars)
	3 Months Ended
	March 31,
	2011 (a)			2010
Cash Flows from Operating Activities
Net income	$	405		$	255
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation		208			128
Amortization		47			33
Defined benefit plans - expense		39			27
Defined benefit plans - funding		(438	)		(142	)
Deferred income taxes and investment tax credits		204			(5	)
Unrealized (gains) losses on derivatives, and other hedging activities		(96	)		107
Provision for Montana hydroelectric litigation		3			56
Change in current assets and current liabilities
Counterparty collateral		(195	)		351
Other		5			(52	)
Other operating activities		14			40
Net cash provided by operating activities		196			798
Cash Flows from Investing Activities
Expenditures for property, plant and equipment		(428	)		(283	)
Proceeds from the sale of certain non-core generation facilities		381
Proceeds from the sale of the Long Island generation business					124
Purchases of nuclear plant decommissioning trust investments		(79	)		(49	)
Proceeds from the sale of nuclear plant decommissioning trust investments		75			44
Proceeds from the sale of other investments		163
Net (increase) decrease in restricted cash and cash equivalents		(7	)		(130	)
Other investing activities		(7	)		(16	)
Net cash provided by (used in) investing activities		98			(310	)
Cash Flows from Financing Activities
Issuance of long-term debt					597
Issuance of common stock		16			14
Payment of common stock dividends		(170	)		(131	)
Net increase (decrease) in short-term debt		187			(36	)
Other financing activities		(20	)		(14	)
Net cash provided by (used in) financing activities		13			430
Effect of Exchange Rates on Cash and Cash Equivalents		13			5
Net Increase (Decrease) in Cash and Cash Equivalents		320			923
Cash and Cash Equivalents at Beginning of Period		925			801
Cash and Cash Equivalents at End of Period	$	1,245		$	1,724

(a) Certain line items for 2011 include activity for the Kentucky entities, which were acquired on November 1, 2010.

Key Indicators (Unaudited)
	12 Months Ended
	March 31,
Financial	2011			2010
Dividends declared per share	$	1.40		$	1.385
Book value per share (a)	$	17.60		$	15.58
Market price per share (a)	$	25.30		$	27.71
Dividend yield (a)		5.5	%		5.0	%
Dividend payout ratio (b)		59	%		126	%
Dividend payout ratio - earnings from ongoing operations (b)(c)		46	%		60	%
Price/earnings ratio (a)(b)		10.7			25.2
Price/earnings ratio - earnings from ongoing operations (a)(b)(c)		8.3			12.0
Return on average common equity		14.10	%		7.45	%
Return on average common equity - earnings from ongoing operations (c)		17.26	%		15.29	%

(a) End of period.

(b) Based on diluted earnings per share.

(c) Calculated using earnings from ongoing operations, which excludes the impact of special items, as described in the text and tables of

this news release.

Operating - Domestic & International Electricity Sales (Unaudited)
	3 Months Ended March 31,
					Percent
(GWh)	2011		2010		Change
Domestic Retail Delivered (a)
PPL Electric Utilities		10,473		10,286		1.8	%
LKE		7,932
Total		18,405		10,286		78.9	%
Domestic Retail Supplied (b)
PPL EnergyPlus		1,945		2,466		(21.1	%)
LKE		7,932
Total		9,877		2,466		300.5	%
International Delivered
United Kingdom		7,546		7,609		(0.8	%)
Domestic Wholesale
PPL EnergyPlus - East		14,125		17,193		(17.8	%)
PPL EnergyPlus - West		810		2,761		(70.7	%)
LKE		949
Total		15,884		19,954		(20.4	%)

(a) Represents GWh delivered and billed to retail customers.

(b) Represents GWh supplied by PPL EnergyPlus to PPL Electric Utilities as PLR, and to other retail customers in Pennsylvania and

Montana. Also includes GWh supplied by LKE to retail customers in Kentucky, Virginia and Tennessee.

Reconciliation of Segment Earnings from Ongoing Operations to Reported Earnings (Diluted)
(After Tax)
(Unaudited)
1st Quarter 2011	(millions of dollars)
	Kentucky			International				Pennsylvania
	Regulated			Regulated				Regulated			Supply				Total
Earnings from Ongoing Operations		$	75		$	75			$	52		$	205			$	407
Special Items:
Energy-related economic activity													17				17
Foreign currency-related economic hedges						(1	)										(1	)
Sales of assets													(1	)			(1	)
Impairments													(2	)			(2	)
Central Networks acquisition-related costs:
Bridge Facility costs						(5	)										(5	)
Other acquisition-related costs						(10	)										(10	)
Foreign currency-related economic hedges						(4	)										(4	)
Total Special Items						(20	)						14				(6	)
Reported Earnings		$	75		$	55			$	52		$	219			$	401
	(per share)
	Kentucky			International				Pennsylvania
	Regulated			Regulated				Regulated			Supply				Total
Earnings from Ongoing Operations		$	0.15		$	0.16			$	0.11		$	0.42			$	0.84
Special Items:
Energy-related economic activity													0.03				0.03
Central Networks acquisition-related costs:
Bridge Facility costs						(0.02	)										(0.02	)
Other acquisition-related costs						(0.02	)										(0.02	)
Foreign currency-related economic hedges						(0.01	)										(0.01	)
Total Special Items						(0.05	)						0.03				(0.02	)
Reported Earnings		$	0.15		$	0.11			$	0.11		$	0.45			$	0.82

1st Quarter 2010	(millions of dollars)
	International			Pennsylvania
	Regulated			Regulated			Supply				Total
Earnings from Ongoing Operations		$	76		$	37		$	244			$	357
Special Items:
Energy-related economic activity									(65	)			(65	)
Impairments									(2	)			(2	)
Other:
Montana hydroelectric litigation									(32	)			(32	)
Health Care Reform - tax impact									(8	)			(8	)
Total Special Items									(107	)			(107	)
Reported Earnings		$	76		$	37		$	137			$	250
	(per share)
	International			Pennsylvania
	Regulated			Regulated			Supply				Total
Earnings from Ongoing Operations		$	0.20		$	0.10		$	0.64			$	0.94
Special Items:
Energy-related economic activity									(0.16	)			(0.16	)
Impairments									(0.01	)			(0.01	)
Other:
Montana hydroelectric litigation									(0.09	)			(0.09	)
Health Care Reform - tax impact									(0.02	)			(0.02	)
Total Special Items									(0.28	)			(0.28	)
Reported Earnings		$	0.20		$	0.10		$	0.36			$	0.66

EX-99.2

1

© PPL Corporation 2011

PPL Corporation

1st Quarter Earnings Call
May 5, 2011

Exhibit 99.2

2

© PPL Corporation 2011

Any statements made in this presentation about future operating
results or other future events are forward-looking statements under
the Safe Harbor Provisions of the Private Securities Litigation Reform
Act of 1995. Actual results may differ materially from such forward-
looking statements. A discussion of factors that could cause actual
results or events to vary is contained in the Appendix to this
presentation and in the Company’s SEC filings.

Cautionary Statements and Factors
That May Affect Future Results

3

© PPL Corporation 2011

J. H. Miller

W. H. Spence

P. A. Farr

Agenda

First Quarter 2011 Earnings and Outlook

Segment Results and Financial Overview

Operational Review

Q&A

4

© PPL Corporation 2011

First Quarter

Reported Earnings

First Quarter

Earnings from Ongoing Operations

Note:See Appendix for the reconciliation of earnings from ongoing operations to reported earnings.

Strong Earnings Results

Strong Earnings Results   $0.82$0.66$0.00$0.50$1.001Q 20101Q 2011 $0.94$0.84$0.00$0.50$1.001Q 20101Q 2011 First Quarter Reported Earnings First Quarter Earnings from Ongoing Operations Per Share Per Share Note: See Appendix for the reconciliation of earnings from ongoing operations to reported earnings

5

© PPL Corporation 2011

$3.13

$2.75

$/Share

(1)Based on mid-point of forecasted earnings range.

Note:See appendix for reconciliation of earnings from ongoing operations to reported earnings.

(1)

$2.50

2010A

2011E

$2.60

$2.40

2011 Earnings from Ongoing Operations Forecast

6

© PPL Corporation 2011

	Q1	Q1
	2011	2010	Change
Kentucky Regulated	$0.15	$-	$0.15
International Regulated	0.16	0.20	(0.04)
Pennsylvania Regulated	0.11	0.10	0.01
Supply	0.42	0.64	(0.22)
Total	$0.84	$0.94	($0.10)

Note: See Appendix for the reconciliation of earnings from ongoing operations to reported earnings.

Ongoing Earnings Overview

7

© PPL Corporation 2011

Note: See Appendix for the reconciliation of earnings from ongoing operations to reported earnings.

	1st Quarter
2010 EPS - Ongoing Earnings		$0.20
Delivery Revenue	0.03
Financing	(0.02)
Income Taxes & Other	(0.01)
Dilution	(0.04)
Total		(0.04)
2011 EPS - Ongoing Earnings		$0.16

International Regulated Segment
Earnings Drivers

8

© PPL Corporation 2011

Note: See Appendix for the reconciliation of earnings from ongoing operations to reported earnings.

	1st Quarter
2010 EPS - Ongoing Earnings		$0.10
Electric Delivery Margins	0.04
O&M	(0.02)
Income Taxes & Other	0.02
Dilution	(0.03)
Total		0.01
2011 EPS - Ongoing Earnings		$0.11

Pennsylvania Regulated Segment
Earnings Drivers

9

© PPL Corporation 2011

Note: See Appendix for the reconciliation of earnings from ongoing operations to reported earnings.

	1st Quarter
2010 EPS - Ongoing Earnings		$0.64
Margins - East	(0.11)
O&M	-
Income Taxes & Other	0.01
Dilution	(0.12)
Total		(0.22)
2011 EPS - Ongoing Earnings		$0.42

Supply Segment Earnings Drivers

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© PPL Corporation 2011

Earnings Per Share

Midlands

$0.49

Legacy Ops

$0.08

Other ($0.02)

Margins $0.10

Other ($0.03)

Margins

($0.51)

Taxes

($0.25)

O&M ($0.08)

(1)Earnings from ongoing operations.

Note: See Appendix for the reconciliation of earnings from ongoing operations to reported earnings.

(1)

(1)

2010 to 2011 Earnings Walk

2010 to 2011 Earnings Walk   $2.63  Dilution($0.75) Supply($0.87)  International Regulated$0.57  Kentucky Regulated$0.47  PA Regulated$0.08  $3.13  $2.25$2.50$2.75$3.00$3.25$3.50$3.75$4.00$4.25$4.502010 Actual 2011 Projected Midpoint Earnings Per Share   Midlands  $0.49   Legacy Ops  $0.08   Other ($0.02)  Margins $0.10   Other ($0.03)   Margins  ($0.51)   Taxes  ($0.25)   O&M ($0.08)   (1) Earnings from ongoing operations  Note: See Appendix for the reconciliation of earnings from ongoing operations to reported earnings

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© PPL Corporation 2011

Millions of
Dollars

(1)2010 Free Cash Flow includes two months of the results of the Kentucky Regulated segment.

Note:See Appendix for reconciliation of free cash flow before dividends to cash from operations.

(1)

2011

Forecast

Free Cash Flow before Dividends

12

© PPL Corporation 2011

$/Share

Annualized

A significantly more rate-regulated business mix provides strong

support for current dividend and a platform for future growth

(1)Ongoing EPS based on mid-point of forecast.Annualized dividend based on 1st quarter declaration. Actual dividends to
be determined by Board of Directors.

(2)From only regulated segments.

(1)

(2)

(1)

Pre-
Transaction

Post-
Transaction

Dividend Profile

13

© PPL Corporation 2011

Kentucky Regulated

•Filed Integrated Resource Plan (IRP) with Kentucky PSC on 4/21

•Filed rate case in Virginia on 4/1

Pennsylvania Regulated

•Earned 9th J.D. Power and Associates Award for customer
satisfaction by business customers

International Regulated Segment

•Completed acquisition of WPD Midlands (formerly Central
Networks)

•Integration proceeding as planned

Operational Review

14

© PPL Corporation 2011

Note:Total includes Residential, Commercial and Industrial customer classes as well as “Other”, which is not depicted on the charts above.

Kentucky Regulated Volume Variances

Kentucky Regulated Volume Variances   12-months Ended 3/31 2011 vs 2010-1.5%-1.8% 11.1% 2.0% -4% -2% 0% 2% 4% 6% 8% 10% 12% 14% Weather-Normalized (charted)-1.5%-1.8%11.1%2.0% Actual4.2%1.2%11.5%4.9% Residential Commercial Industrial Total 3-months Ended 3/31 2011 vs 2010-4.3% -1.7% 7.7% -0.3% -6% -4% -2% 0% 2% 4% 6% 8% Weather-Normalized (charted)-4.3%-1.7%7.7%-0.3% Actual-10.2%-3.8%7.5%-3.4% Residential Commercial Industrial Total % Change   % Change   Note: Total includes Residential, Commercial and Industrial customer classes as well as “Other”, which is not depicted on the charts above

15

© PPL Corporation 2011

PA Regulated Volume Variances   12-months Ended 3/31 2011 vs 2010-4.2% 0.2% 1.2% -1.3% -5% -4% -3% -2% -1% 0% 1% 2% 3% Weather-Normalized (charted)-4.2%0.2%1.2%-1.3% Actual1.9%2.6%1.2%2.0% Residential Commercial Industrial Total % Change   % Change   3-months Ended 3/31 2011 vs 2010-1.2% 0.7% 1.3% 0.0% -2% -1% -1% 0% 1% 1% 2% 2% 3% Weather-Normalized (charted)-1.2%0.7%1.3%0.0% Actual1.9%2.0%1.3%1.8% Residential Commercial Industrial Total Note: Total includes Residential, Commercial and Industrial customer classes as well as “Other”, which is not depicted on the charts above

16

© PPL Corporation 2011

Capacity revenues are expected to be $430 million, $385 million and $590 million for 2011, 2012 and 2013, respectively.

As of March 31, 2011

(1) Represents expected sales based on current business plan assumptions. Amounts do not reflect the impact of the Susquehanna turbine blade inspection/replacement outages.

(2) The 2011 average hedge energy prices are based on the fixed price swaps as of March 31, 2011; the prior collars have all been converted to fixed swaps.

(3) The 2012 ranges of average energy prices for existing hedges were estimated by determining the impact on the existing collars resulting from 2012 power prices at the 5th and 95th percentile
confidence levels.

(4) Includes three months of actual results.

	2011(4)	2012
Baseload
Expected Generation(1) (Million MWhs)	50.7	54.7
East	42.5	46.2
West	8.2	8.5
Current Hedges (%)	99%	86%
East	100%	84%
West	97%	94%
Average Hedged Price (Energy Only) ($/MWh)(2) (3)
East	$57	$55-56
West	$54	$53-54
Current Coal Hedges (%)	99%	96%
East	99%	94%
West	100%	100%
Average Hedged Consumed Coal Price (Delivered $/Ton)
East	$73-74	$76-80
West	$23-28	$23-29
Intermediate/Peaking
Expected Generation(1) (Million MWhs)	7.1	6.2
Current Hedges (%)	58%	26%

Enhancing Value Through Active Hedging

18

© PPL Corporation 2011

Appendix

18

© PPL Corporation 2011

Regulated Rate Base Growth

($ in billions)

(1)Represents capitalization for LKE, as LG&E and KU rate constructs are based on capitalization.Represents Regulatory Asset Value (RAV) for WPD.

(2)Includes RAV for WPD Midlands. Figures based on assumed exchange rate of $1.60 / GBP and are as of year-end December 31.

$18.0

$19.2

$21.4

$23.4

$25.2

2011E - 2015E Regulatory Asset Base(1) CAGR:8.8%

(2)

19

© PPL Corporation 2011

Capital Expenditures

($ in billions)

(1)Includes capex for WPD Midlands. Figures based on assumed exchange rate of $1.60 / GBP.

(2)Expect approximately 85% to receive timely returns via ECR mechanism based on historical experience.

(1)

(2)

$2.8

$3.6

$4.1

$4.0

$3.9

20

© PPL Corporation 2011

Market Prices

(1)	24-hour average.
(2)	NYMEX and TZ6NNY forward gas prices on 3/31/2011.
(3)	Market Heat Rate = PJM on-peak power price divided by TZ6NNY gas price.

Market Prices   20112012$52 $54  $37 $40  $44 $46  $30 $39  $21 $29  $26 $35  $4.57 $5.06  $5.07 $5.83  10.210.6$136.79 $123.63  88.3%89.8% (Per MWD) EQAHEAT RATE(3) TZ6NNYPJM MARKETATC(1) NYMEXGAS(2) CAPACITY PRICES Mid-Columbia On-Peak Off-Peak ATC(1) ELECTRIC PJM On-Peak Off-Peak (1)  24-hour average.  (2)  NYMEX and TZ6NNY forward gas prices on 3/31/2011.  (3)  Market Heat Rate = PJM on-peak power price divided by TZ6NNY gas price 20

21

© PPL Corporation 2011

Note:As of March 31, 2011

(1)Excludes $1.15 billion of junior subordinated notes due 2018 that are a component of PPL’s 2010 Equity Units and
may be put back to PPL Capital Funding if the remarketing in 2013 is not successful.

(2)Bonds defeased in substance in 2008 by depositing sufficient funds with the trustee.

(3)Represents REset Put Securities due 2035 that are required to be put by the holders in October 2015 either for (a)
purchase and remarketing by a remarketing dealer or (b) repurchase by PPL Energy Supply.

Debt Maturities

20112012201320142015PPL Capital Funding$0$0$0(1)$0$0LG&E and KU Energy (Holding Co LKE)2000400Louisville Gas & Electric0000250Kentucky Utilities0000250PPL Electric Utilities 0040010(2)100PPL Energy Supply 500 0 737 300 300(3) WPD 00000 Total $502 $0 $1,137 $310 $1,300 (Millions)   21 

22

© PPL Corporation 2011

Note:As of March 31, 2011

•PPL Domestic facilities consist of a diverse bank group, with no bank and its affiliates providing an aggregate commitment of more
than 10% of the total committed capacity.

•The above does not reflect a Senior Bridge Term Loan Credit Agreement entered into in March 2011, under which PPL Capital
Funding and PPL WEM Holdings plc borrowed an aggregate of £3.6 billion in April 2011 to fund the acquisition of Central
Networks.To date, £2.4 billion was repaid.

•In April 2011, WPD (East Midlands) and WPD (West Midlands) each entered into a £300 million 5-year Syndicated Credit Facility.

•In April 2011, Kentucky Utilities entered into a new $198 million letter of credit facility that will be used to issue letters of credit to
support outstanding tax exempt bonds. In May 2011, letters of credit totaling $198 million were issued under the new facility,
replacing letters of credit issued under KU’s Syndicated Credit Facility at March 31, 2011.

Liquidity Profile

Institution Facility Expiration Date Total  Facility(Millions) Letters of Credit  Outstanding  (Millions) Drawn  (Millions)  Availability  (Millions) PPL Energy Supply Syndicated Credit Facility Dec-2014 $3,000 $145 $700 $2,1553-Year Bilateral Credit Facility Mar-2013 2001 02098 $3,200 $247 $700 $2,253 PPL Electric Utilities Syndicated Credit Facility Dec-2014 $200 $13 $0 $187 Asset-backed Credit Facility Jul-2011 150 0 0 150 $350 $13 $0 $337 Louisville Gas & Electric Syndicated Credit Facility Dec-2014 $400 $0 $0 $400 Kentucky Utilities Syndicated Credit Facility Dec-2014 $400 $198 $0 $202 WPD5-year Syndicated Credit Facility Jan-2013 £150 £0 £113 £373-year Syndicated Credit Facility Jul-2012 210 0 0210 Uncommitted Credit Facilities 633060 £423£3£113£307  22

23

© PPL Corporation 2011

(1)Projected average common shares outstanding include common stock issued for the acquisition of WPD Midlands, projected shares
issued to satisfy DRIP and compensation-related stock requirements, and the issuance of common stock to satisfy the conversion of
the PPL Capital Funding equity units in 2013. These projections do not include common stock issued to fund future growth.

(A)Actual for quarter ended March 31, 2011.

(E)Estimate for average shares outstanding for the year indicated.

Shares Outstanding

Shares Outstanding   (1) Projected average common shares outstanding include common stock issued for the acquisition of WPD Midlands, projected shares issued to satisfy DRIP and compensation-related stock requirements, and the issuance of common stock to satisfy the conversion of the PPL Capital Funding equity units in 2013. These projections do not include common stock issued to fund future growth.   (A) Actual (E) Estimate   Average Common Shares Outstanding (1) (in millions) As of: March 31, 2011 485(A) December 31, 2011 557(E) December 31, 2012 582(E) 23

24

© PPL Corporation 2011

Reconciliation of First Quarter Earnings from
Ongoing Operations to Reported Earnings

Reconciliation of First Quarter Earnings from  Ongoing Operations to Reported Earnings   $75 $75 $52 $205 $407  17 17  (1) (1)  (1) (1)  (2) (2)  Bridge Facility costs (5) (5)  Other acquisition-related costs (10) (10)  Foreign currency-related economic hedges (4) (4)  (20) 14 (6)  $75 $55 $52 $219 $401  $76 $37 $244 $357  (65) (65)  (2) (2)  Montana hydroelectric litigation (32) (32)  Health Care Reform - tax impact (8) (8)  (107) (107)  $76 $37 $137 $250  * Represents net income attributable to PPL Corporation Total Earnings from Ongoing Operations Energy-related economic activity Reported Earnings* Quarter Ending March 31, 2010 Regulated Regulated Supply Other: Total Special Items International Pennsylvania Impairments Supply Total Earnings from Ongoing Operations Energy-related economic activity Quarter Ending March 31, 2011 Regulated Regulated Regulated Special Items: (Millions) Kentucky International Pennsylvania Foreign currency-related economic hedges Sales of assets Central Networks acquisition-related costs: Special Items: Impairments Total Special Items Reported Earnings*

25

© PPL Corporation 2011

Reconciliation of First Quarter Earnings from
Ongoing Operations to Reported Earnings

Reconciliation of First Quarter Earnings from  Ongoing Operations to Reported Earnings   (Per Share) $0.15 $0.16 $0.11 $0.42 $0.84  0.03 0.03  Bridge Facility costs (0.02) (0.02)  Other acquisition-related costs (0.02) (0.02)  Foreign currency-related economic hedges (0.01) (0.01)  (0.05) 0.03 (0.02)  $0.15 $0.11 $0.11 $0.45 $0.82  $0.20 $0.10 $0.64 $0.94  (0.16) (0.16)  (0.01) (0.01)  Montana hydroelectric litigation (0.09) (0.09)  Health Care Reform - tax impact (0.02) (0.02)  (0.28) (0.28)  $0.20 $0.10 $0.36 $0.66  Note: Per share amounts are based on diluted shares outstanding.  Impairments Other: Total Special Items Reported Earnings Total Earnings from Ongoing Operations Special Items: Energy-related economic activity Quarter Ending March 31, 2010RegulatedRegulatedSupplyKentuckyInternationalPennsylvaniaSupplyTotalEarnings from Ongoing Operations Special Items: Quarter Ending March 31, 2011RegulatedRegulatedRegulatedEnergy-related economic activity Central Networks acquisition-related costs: Total Special Items Reported Earnings International Pennsylvania

26

© PPL Corporation 2011

Reconciliation of PPL’s Earnings from Ongoing
Operations to Reported Earnings

Reconciliation of PPL’s Earnings from Ongoing  Operations to Reported Earnings   (Per Share) HighLow2011201120102009Earnings from Ongoing Operations per share of common stock2.75$ 2.50$ 3.13$ 1.95$  Special Items:  Energy-related economic activity0.03 0.03 (0.27) (0.59)  Sales of assets: Maine hydroelectric generation business0.03 0.06  Long Island generation business(0.09)  Latin American businesses(0.07)  Interest in Wyman Unit 4(0.01)  Impairments: Impacts from emission allowances(0.02) (0.05)  Other asset impairments(0.01)  Central Networks acquisition-related costs: Bridge Facility costs(0.02) (0.02)  Other acquisition-related costs(0.02) (0.02)  Foreign currency-related economic hedges(0.01) (0.01)  LKE acquisition-related costs: Monetization of certain full-requirement sales contracts(0.29)  Anticipated sale of certain non-core generation facilities(0.14)  Bridge Facility costs(0.12)  Discontinued cash flow hedges & ineffectiveness(0.06)  Reduction of credit facility(0.01)  Other acquisition-related costs(0.05)  Workforce reductions(0.03)  Other: Montana hydroelectric litigation(0.08) (0.01)  Health Care Reform - tax impact(0.02)  Change in U.K. tax rate0.04  U.S. Tax Court ruling (U.K. Windfall Profits Tax)0.03  Change in tax accounting method related to repairs(0.07)  Total Special Items(0.02) (0.02) (0.96) (0.87)  Reported Earnings per share of common stock2.73$ 2.48$ 2.17$ 1.08$  Note: Per share amounts are based on diluted shares outstanding.  Forecast Actual

27

© PPL Corporation 2011

Reconciliation of First Quarter Operating Income to
Pennsylvania Gross Delivery Margins

Reconciliation of First Quarter Operating Income to  Pennsylvania Gross Delivery Margins   A-10   (Millions) Pennsylvania gross delivery margins, pre-tax$250 $221 $29 0.04 ¢ $805 $476  Unregulated retail electric and gas(147) (104)  Wholesale energy marketing (1,095) (1,783)  Net energy trading margins(11) (11)  Energy-related businesses, net (8) (6)  Fuel475 230  Other operation and maintenance583 444  Depreciation 208 124  Taxes, other than income73 72  Revenue adjustments (b)(988) (318)  Expense adjustments (b)355 1,097  $250 $221  (a)Per share amount based on the weighted average shares outstanding for the three months ended March 31, 2010. (b)The components of these adjustments are detailed on the next slide. 2010 Change Three Months Ended March 31, Per Share Diluted (after-tax) (a) 2011Pennsylvania gross delivery margins Operating Income Adjustments: Three Months Ended March 31,2011 2010

28

© PPL Corporation 2011

Reconciliation of First Quarter Operating Income to
Pennsylvania Gross Delivery Margins

Reconciliation of First Quarter Operating Income to  Pennsylvania Gross Delivery Margins   (Millions) Three Months Ended March 31, Revenue adjustments Exclude utilities revenue, included in LKE Gross Electric and Gas Margins$(766)  Exclude WPD utility revenue(216) $(203)  Exclude PLR revenue from energy supplied to PPL Electric by PPL EnergyPlus(6) (115)  Total revenue adjustments$(988) $(318)  Expense adjustments  Exclude energy purchases, included in Unregulated Gross Energy Margins$(296) $(1,163)  Exclude energy purchases, included in LKE Gross Electric and Gas Margins(107)  Include gross receipts tax 33 45  Include Act 129 15 18  Other 3  Total expense adjustments$(355) $(1,097)  20112010

29

© PPL Corporation 2011

Reconciliation of First Quarter Operating Income to
Unregulated Gross Energy Margins

30

© PPL Corporation 2011

Reconciliation of First Quarter Operating Income to
Unregulated Gross Energy Margins

Reconciliation of First Quarter Operating Income to  Unregulated Gross Energy Margins   A-10   (Millions) Exclude the impact from energy-related economic activity $(77) $(447)  Include PLR revenue from energy supplied to PPL Electric by PPL EnergyPlus6 115  Include gains from sale of emission allowances\RECs 1  Include revenue from certain discontinued operations 19 31  $(52) $(300)  Exclude fuel and energy purchases, included in Kentucky Gross Electric and Gas Margins$(322)  Exclude the impact from energy-related economic activity (48) $(557)  Exclude external PLR energy purchases(250) (409)  Include expenses from certain discontinued operations7 6  Include ancillary charges4 7  Include gross receipts tax7 3  Other4 3  $(598) $(947)  Three Months Ended March 31,20112010Total expense adjustments Total revenue adjustments Expense adjustments Revenue adjustments

31

© PPL Corporation 2011

	2009	2010	2011
Cash from Operations	$1,852	$2,034	$2,200
Increase (Decrease) in cash due to:
Capital Expenditures	(1,265)	(1,644)	(2,837)
Sale of Assets	84	161	382
Other Investing Activities - Net	(71)	(20)	152
Free Cash Flow before Dividends	$600	$ 531	$ (103)

(Millions of Dollars)

PPL Corporation Reconciliation of Cash from
Operations to Free Cash Flow before Dividends

Reconciliation of Cash from  Operations to Free Cash Flow before Dividends   2009  2010  2011  Cash from Operations  $1,852  $2,034  $2,200  Increase (Decrease) in cash due to:  Capital Expenditures  (1,265)  (1,644)  (2,837)  Sale of Assets  84  161  382  Other Investing Activities – Net  (71)  (20)  152  Free Cash Flow before Dividends  $ 600  $ 531  $ (103)    (Millions of Dollars)

32

© PPL Corporation 2011

Statements contained in this presentation, including statements with respect to future earnings, cash flows, financing, regulation and
corporate strategy are "forward-looking statements" within the meaning of the federal securities laws. Although PPL Corporation
believes that the expectations and assumptions reflected in these forward-looking statements are reasonable, these statements are
subject to a number of risks and uncertainties, and actual results may differ materially from the results discussed in the statements.
The following are among the important factors that could cause actual results to differ materially from the forward-looking statements:
market demand and prices for energy, capacity and fuel; weather conditions affecting customer energy usage and operating costs;
competition in power markets; the effect of any business or industry restructuring; the profitability and liquidity of PPL Corporation and
its subsidiaries; new accounting requirements or new interpretations or applications of existing requirements; operating performance of
plants and other facilities; the length of scheduled and unscheduled outages at our plants, including the current outage at Unit 2 of our
Susquehanna nuclear plant to inspect and repair turbine blades, and the timing and outcome of any similar outage for inspections at
Unit 1 of the Susquehanna plant; environmental conditions and requirements and the related costs of compliance, including
environmental capital expenditures and emission allowance and other expenses; system conditions and operating costs; development
of new projects, markets and technologies; performance of new ventures; asset or business acquisitions and dispositions, and PPL
Corporation’s ability to realize the expected benefits from acquired businesses, including the 2010 acquisition of Louisville Gas and
Electric Company and Kentucky Utilities Company and the 2011 acquisition of the Central Networks electricity distribution businesses
in the U.K.; any impact of hurricanes or other severe weather on our business, including any impact on fuel prices; receipt of
necessary government permits, approvals, rate relief and regulatory cost recovery; capital market conditions and decisions regarding
capital structure; the impact of state, federal or foreign investigations applicable to PPL Corporation and its subsidiaries; the outcome
of litigation against PPL Corporation and its subsidiaries; stock price performance; the market prices of equity securities and the impact
on pension income and resultant cash funding requirements for defined benefit pension plans; the securities and credit ratings of PPL
Corporation and its subsidiaries; political, regulatory or economic conditions in states, regions or countries where PPL Corporation or
its subsidiaries conduct business, including any potential effects of threatened or actual terrorism or war or other hostilities; foreign
exchange rates; new state, federal or foreign legislation, including new tax legislation; and the commitments and liabilities of PPL
Corporation and its subsidiaries. Any such forward-looking statements should be considered in light of such important factors and in
conjunction with PPL Corporation's Form 10-K and other reports on file with the Securities and Exchange Commission.

Forward-Looking Information Statement

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© PPL Corporation 2011

“Earnings from ongoing operations” should not be considered as an alternative to reported earnings, or net income attributable to PPL, which is an
indicator of operating performance determined in accordance with generally accepted accounting principles (GAAP). PPL believes that “earnings from
ongoing operations,” although a non-GAAP financial measure, is also useful and meaningful to investors because it provides management’s view of
PPL’s fundamental earnings performance as another criterion in making investment decisions. PPL’s management also uses “earnings from ongoing
operations” in measuring certain corporate performance goals. Other companies may use different measures to present financial performance.

“Earnings from ongoing operations” is adjusted for the impact of special items. Special items include:

•Energy-related economic activity (as discussed below).

•Foreign currency-related economic hedges.

•Gains and losses on sales of assets not in the ordinary course of business.

•Impairment charges (including impairments of securities in the company’s nuclear decommissioning trust funds).

•Workforce reduction and other restructuring impacts.

•Acquisition-related costs and charges.

•Other charges or credits that are, in management’s view, not reflective of the company’s ongoing operations.

Energy-related economic activity includes the changes in fair value of positions used economically to hedge a portion of the economic value of PPL’s
generation assets, full-requirement sales contracts and retail activities. This economic value is subject to changes in fair value due to market price
volatility of the input and output commodities (e.g., fuel and power) prior to the delivery period that was hedged. Also included in energy-related
economic activity is the ineffective portion of qualifying cash flow hedges, the monetization of certain full-requirement sales contracts and premium
amortization associated with options. This economic activity is deferred, with the exception of the full-requirement sales contracts that were
monetized, and included in earnings from ongoing operations over the delivery period of the item that was hedged or upon realization. Management
believes that adjusting for such amounts provides a better matching of earnings from ongoing operations to the actual amounts settled for PPL’s
underlying hedged assets. Please refer to the Notes to the Consolidated Financial Statements and MD&A in PPL Corporation’s periodic filings with
the Securities and Exchange Commission for additional information on energy-related economic activity.

“Free cash flow before dividends” is derived by deducting capital expenditures and other investing activities-net, from cash flow from operations. Free
cash flow before dividends should not be considered as an alternative to cash flow from operations, which is determined in accordance with GAAP.
PPL believes that free cash flow before dividends, although a non-GAAP measure, is an important measure to both management and investors, as it
is an indicator of the company’s ability to sustain operations and growth without additional outside financing beyond the requirement to fund maturing
debt obligations. Other companies may calculate free cash flow before dividends in a different manner.

Definitions of Non-GAAP Financial Measures