Credit facilities are maintained to enhance liquidity and provide credit support, and as a backstop to commercial paper programs, when necessary. The following credit facilities were in place at:

					September 30, 2011										December 31, 2010
											Letters of						Letters of
					Expiration				Borrowed		Credit		Unused		Borrowed		Credit
					Date		Capacity		(a)		Issued		Capacity		(a)		Issued
PPL
	WPD Credit Facilities
		PPL WW Syndicated
			Credit Facility (b)			Jan. 2013	£	150	£	111		n/a	£	39	£	115		n/a
		WPD (South West)
			Syndicated Credit Facility			July 2012		210				n/a		210				n/a
		WPD (East Midlands)
			Syndicated Credit Facility (c)			Apr. 2016		300			£	70		230		n/a		n/a
		WPD (West Midlands)
			Syndicated Credit Facility (c)			Apr. 2016		300				71		229		n/a		n/a
		Uncommitted Credit Facilities						81				3		78			£	3
			Total WPD Credit Facilities (d)				£	1,041	£	111	£	144	£	786	£	115	£	3

PPL Energy Supply (e)
	Syndicated Credit Facility (f)(l)					Dec. 2014	$	3,000	$	250	$	132	$	2,618	$	350
	Letter of Credit Facility					Mar. 2013		200		n/a		76		124		n/a	$	24
	Structured Credit Facility (g)					Mar. 2011		n/a		n/a		n/a		n/a		n/a		161
			Total PPL Energy Supply
				Credit Facilities			$	3,200	$	250	$	208	$	2,742	$	350	$	185

PPL Electric (e)
	Syndicated Credit Facility (l)					Dec. 2014	$	200			$	13	$	187			$	13
	Asset-backed Credit Facility (h)					July 2012		150				n/a		150				n/a
			Total PPL Electric Credit Facilities				$	350			$	13	$	337			$	13

LG&E (e) (i)
	Syndicated Credit Facility (j)(l)					Dec. 2014	$	400					$	400	$	163

KU (e) (i)
	Syndicated Credit Facility (j)(l)					Dec. 2014	$	400					$	400			$	198
	Letter of Credit Facility (k)					Apr. 2014		198		n/a	$	198				n/a		n/a
			Total KU Credit Facilities				$	598			$	198	$	400			$	198

(b) The borrowing outstanding at September 30, 2011 was a USD-denominated borrowing of $178 million, which equated to £111 million at the time of borrowing and bore interest at approximately 1.05%.

(c) In April 2011, following the completion of the acquisition of WPD Midlands, WPD (East Midlands) and WPD (West Midlands) each entered into a £300 million 5-year syndicated credit facility. Under the facilities, WPD (East Midlands) and WPD (West Midlands) each have the ability to make cash borrowings and to request the lenders to issue up to £80 million of letters of credit in lieu of borrowing. Each company pays customary commitment and utilization fees under its respective facility, and borrowings generally bear interest at LIBOR-based rates plus a spread, depending upon the respective company's senior unsecured long-term debt rating. Each credit facility contains financial covenants that require the respective company to maintain an interest coverage ratio of consolidated earnings before interest, income taxes, depreciation and amortization to interest expense of at least 3.0 to 1 and total net debt not in excess of 85% of its RAV, in each case calculated in accordance with the credit facilities. An aggregate of $7 million in fees were incurred in connection with establishing these facilities.

(d) At September 30, 2011, the unused capacity of the WPD credit facilities was approximately $1.3 billion.

(e) All credit facilities at PPL Energy Supply, PPL Electric, LG&E and KU also apply to PPL on a consolidated basis for financial reporting purposes.

(f) The borrowings outstanding at September 30, 2011 bear interest at a weighted average rate of approximately 2.48%.

(g) In March 2011, PPL Energy Supply's $300 million Structured Credit Facility expired. PPL Energy Supply's obligations under this facility were supported by a $300 million letter of credit issued on PPL Energy Supply's behalf under a separate but related $300 million 5-year credit agreement, which also expired in March 2011.

(h) PPL Electric participates in an asset-backed commercial paper program through which PPL Electric obtains financing by selling and contributing its eligible accounts receivable and unbilled revenue to a special purpose, wholly owned subsidiary on an ongoing basis. The subsidiary has pledged these assets to secure loans from a commercial paper conduit sponsored by a financial institution.

At September 30, 2011 and December 31, 2010, $253 million and $248 million of accounts receivable and $81 million and $134 million of unbilled revenue were pledged by the subsidiary under the credit agreement related to PPL Electric's and the subsidiary's participation in the asset-backed commercial paper program. Based on the accounts receivable and unbilled revenue pledged at September 30, 2011, the amount available for borrowing under the facility was limited to $86 million. PPL Electric's sale to its subsidiary of the accounts receivable and unbilled revenue is an absolute sale of assets, and PPL Electric does not retain an interest in these assets. However, for financial reporting purposes, the subsidiary's financial results are consolidated in PPL Electric's financial statements. PPL Electric performs certain record-keeping and cash collection functions with respect to the assets in return for a servicing fee from the subsidiary.

In July 2011, PPL Electric and the subsidiary extended the expiration date of the credit agreement to July 2012.

(i) All credit facilities at LG&E and KU also apply to LKE on a consolidated basis for financial reporting purposes.

(j) In June 2011, these facilities were amended such that the fees and the spreads to benchmark interest rates for borrowings depend upon the respective company's senior secured long-term debt rating rather than the senior unsecured long-term debt rating.

(k) In April 2011, KU entered into a letter of credit facility that has been used to issue letters of credit to support outstanding tax-exempt bonds. The facility contains a financial covenant requiring KU's debt to total capitalization not to exceed 70%, as calculated in accordance with the credit facility. KU pays customary commitment and letter of credit fees under the new facility. In August 2011, KU amended its letter of credit facility such that the fees depend upon KU's senior secured long-term debt rating rather than its senior unsecured debt rating.

(l) In October 2011, PPL Energy Supply, PPL Electric, LG&E and KU each amended its respective syndicated credit facility. The amendments include extending the expiration dates from December 2014 to October 2016. Under these facilities, PPL Energy Supply, PPL Electric, LG&E and KU each continue to have the ability to make cash borrowings and to request the lenders to issue letters of credit.