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 3, 2012

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

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 4, 2012, PPL Corporation (“PPL”) issued a press release announcing its financial results for the quarter ended March 31, 2012 and other business matters.  A copy of the press release is furnished as Exhibit 99.1.

Section 7 - Regulation FD

Item 7.01 Regulation FD Disclosure

On May 4, 2012, 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, 2012 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.

On May 3, 2012, PPL’s wholly owned subsidiary, LG&E and KU Energy LLC, issued a press release announcing approval by the Kentucky Public Service Commission for Louisville Gas and Electric Company (“LG&E”) and Kentucky Utilities Company (“KU”) to construct a new 640MW natural gas combined-cycle generating plant at LG&E’s and KU’s existing Cane Run plant site and to purchase an existing 495MW natural gas peaking plant from Bluegrass Generation Company, L.L.C.  A copy of the press release is furnished as Exhibit 99.3.

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

(d)	Exhibits
	99.1 -	Press Release, dated May 4, 2012, announcing PPL’s financial results for the quarter ended March 31, 2012, and other business matters.
	99.2 -	Slides to be used on the May 4, 2012 webcast among members of PPL’s senior management and financial analysts.
	99.3 -	Press Release, dated May 3, 2012, announcing approval by the Kentucky Public Service Commission of certain generation acquisition and construction projects of Louisville Gas and Electric Company and Kentucky Utilities Company.

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 hereunto duly authorized.

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

Dated:  May 4, 2012

EX-99.1

Exhibit 99.1

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

PPL Reports First-Quarter Earnings

·   First-quarter earnings increase over prior year

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

·   Company on track to achieve ongoing earnings forecast for 2012

ALLENTOWN, Pa. (May 4, 2012) ― PPL Corporation (NYSE: PPL) on Friday (5/4) announced first-quarter 2012 reported earnings of $541 million, or $0.93 per share, up from $401 million, or $0.82 per share, a year ago.

Excluding special items, PPL’s earnings from ongoing operations for the quarter were $409 million, or $0.70 per share, compared with $407 million, or $0.84 per share, a year ago.

PPL’s first-quarter earnings from ongoing operations reflect dilution of $0.14 per share as a result of the April 2011 common stock issuance to fund the acquisition that substantially expanded PPL’s regulated utility operations in the United Kingdom.

“Our first-quarter results keep us solidly on track to achieve our earnings forecast for 2012,” said William H. Spence, PPL’s chairman, president and chief executive officer. “They were in line with our expectations, despite lower electricity sales due to extraordinarily mild winter weather in the eastern U.S.”

“The successful execution of our Midlands integration plan in the U.K. is driving cost savings and operational improvements, demonstrating again the value of our expansion into diverse markets and the attainment of a more predictable earnings profile. At the same time, our competitive supply segment is successfully navigating through challenging commodity markets,” Spence said.

PPL reaffirmed its 2012 forecast of $2.15 to $2.45 per share in earnings from ongoing operations. Its 2012 forecast of reported earnings is $2.38 to $2.68 per share, reflecting special items recorded through the first quarter of 2012.

First-Quarter 2012 Earnings Details

PPL’s reported earnings for the first quarter of 2012 included net special item credits of $0.23 per share, reflecting a credit of $0.26 per share in adjusted energy-related economic activity. Included in this energy-related economic activity is a credit of $0.17 per share, representing the change in fair value during the first quarter of 2012 for transactions that were previously recorded as cash flow hedges at Dec. 31, 2011. These transactions will be recognized in PPL’s earnings from ongoing operations in 2012 and 2013 as the transactions settle.

Reported earnings are calculated in accordance with U.S. generally accepted accounting principles (GAAP). Earnings from ongoing operations is a non-GAAP financial measure that is adjusted for special items. Special items include the impact of adjusted energy-related economic activity (principally changes in fair value of economic hedges and the ineffective portion of qualifying cash flow hedges), acquisition-related adjustments, 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
	2012	2011	% Change
Reported Earnings	$541	$401	+35%
Reported Earnings Per Share	$0.93	$0.82	+13%
Earnings from Ongoing Operations	$409	$407	-
Per Share Earnings from Ongoing Operations	$0.70	$0.84	-17%

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

First-Quarter 2012 Earnings by Business Segment

The following chart shows PPL’s earnings by business segment for the first quarter of 2012, compared with the same period of 2011.

	1st Quarter
	2012			2011
	(per share)
Earnings from Ongoing Operations
Kentucky Regulated	$	0.06		$	0.15
U.K. Regulated		0.31			0.16
Pennsylvania Regulated		0.06			0.11
Supply		0.27			0.42
Total	$	0.70		$	0.84
Special Items
Kentucky Regulated	$	0.01		$	-
U.K. Regulated		(0.03	)		(0.05	)
Pennsylvania Regulated		-			-
Supply		0.25			0.03
Total	$	0.23		$	(0.02	)
Reported Earnings
Kentucky Regulated	$	0.07		$	0.15
U.K. Regulated		0.28			0.11
Pennsylvania Regulated		0.06			0.11
Supply		0.52			0.45
Total	$	0.93		$	0.82

(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 consists of the regulated electricity and natural gas operations of Louisville Gas and Electric Company and Kentucky Utilities Company.

Segment earnings from ongoing operations in the first quarter of 2012 declined by $0.09 per share compared with a year ago. This decline was primarily due to lower retail volumes as a result of extraordinarily mild winter weather, higher operation and maintenance expense, higher depreciation, and dilution of $0.01 per share.

U.K. Regulated Segment

PPL’s U.K. regulated segment consists of the regulated electricity delivery operations of Western Power Distribution, serving Southwest and Central England and South Wales. This segment, formerly known as the international regulated segment, has been renamed to more specifically denote the U.K. focus.

Segment earnings from ongoing operations in the first quarter of 2012 rose by $0.15 per share compared with a year ago. This increase was primarily due to the strong operating results of the Midlands businesses, which were not included in the 2011 results. Also contributing to segment earnings were higher operating results at WPD’s legacy delivery operations due to higher delivery revenues, partially offset by higher pension expense. These net positive results were partially offset by higher U.S. income taxes and dilution of $0.06 per share.

Pennsylvania Regulated Segment

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

Segment earnings from ongoing operations in the first quarter of 2012 declined by $0.05 per share compared with a year ago. This decline was primarily due to lower retail volumes as a result of extraordinarily mild winter weather, higher operation and maintenance expense, higher depreciation, and dilution of $0.01 per share.

Supply Segment

PPL’s supply segmentconsists primarily of the competitive domestic electricity generation and the energy marketing operations of PPL Energy Supply.

Segment earnings from ongoing operations in the first quarter of 2012 declined by $0.15 per share compared with a year ago. This decline was primarily due to lower Eastern energy margins as a result of lower energy and capacity prices, which were partially offset by higher nuclear generation. Also contributing to the decline were higher operation and maintenance expense, higher depreciation, and dilution of $0.06 cents per share. These net negative earnings drivers were partially offset by lower income taxes.

2012 Earnings from Ongoing Operations Forecast by Business Segment

Earnings	2012 (Forecast)	2011 (Actual)
(per share)	midpoint
Kentucky Regulated	$0.33	$0.40
U.K. Regulated	1.07	0.87
Pennsylvania Regulated	0.20	0.31
Supply	0.70	1.15
Total	$2.30	$2.73

PPL expects lower earnings in 2012 compared with 2011, primarily due to lower energy margins in the supply segment, partially offset by a full year of earnings from the Midlands businesses. These projected earnings also reflect dilution of $0.13 per share associated with PPL’s April 2011 issuance of common stock to finance the Midlands acquisition.

Kentucky Regulated Segment

PPL projects lower segment earnings in 2012 compared with 2011, primarily driven by higher operation and maintenance expense and higher depreciation, which are expected to be partially offset by higher margins. Dilution for 2012 is expected to be $0.02 per share.

U.K. Regulated Segment

PPL projects higher segment earnings in 2012 compared with 2011, primarily driven by four additional months of earnings from the Midlands businesses and higher electricity delivery revenue. Partially offsetting these positive earnings drivers are higher income taxes, higher operation and maintenance expense, higher depreciation, higher financing costs and a less favorable currency exchange rate. Dilution for 2012 is expected to be $0.06 per share.

Pennsylvania Regulated Segment

PPL expects lower segment earnings in 2012 compared with 2011, primarily driven by higher operation and maintenance expense, higher depreciation, and lower distribution revenue, which are expected to be partially offset by higher transmission revenue and lower financing costs. Dilution for 2012 is expected to be $0.01 per share.

Supply Segment

PPL expects lower segment earnings in 2012 compared with 2011. The decrease is primarily driven by lower energy margins as a result of lower energy and capacity prices and higher fuel costs, higher operation and maintenance expense, and higher depreciation, which are expected to be partially offset by higher baseload generation. Dilution for 2012 is expected to be $0.04 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 2012 financial results at 9 a.m. EDT Friday, May 4. The meeting is available online live, in audio format, along with slides of the presentation, on PPL’s website: www.pplweb.com. The webcast will be available for replay on the PPL website for 30 days. Interested individuals also can access the live conference call via telephone at 702-696-4769 (ID#74989631).

“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:

·   Adjusted 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 adjustments.

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

Adjusted 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; 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 website 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,
			2012		2011
Assets
Cash and cash equivalents			$	1,103	$	1,202
Price risk management assets - current				3,230		2,548
Other current assets				2,729		2,676
Investments				768		718
Property, Plant and Equipment
	Regulated utility plant			23,544		22,994
	Less: Accumulated depreciation			3,701		3,534
		Regulated utility plant, net		19,843		19,460
	Non-regulated property, plant and equipment			11,915		11,809
	Less: Accumulated depreciation			5,758		5,676
		Non-regulated property, plant and equipment, net		6,157		6,133
	Construction work in progress			1,706		1,673
	Property, Plant and Equipment, net			27,706		27,266
Regulatory assets				1,334		1,349
Goodwill and other intangibles				5,225		5,179
Price risk management assets - noncurrent				1,186		920
Other noncurrent assets				801		790
Total Assets			$	44,082	$	42,648
Liabilities and Equity
Short-term debt			$	674	$	578
Price risk management liabilities - current				2,149		1,570
Other current liabilities				3,065		3,107
Long-term debt				18,076		17,993
Deferred income taxes and investment tax credits				3,884		3,611
Price risk management liabilities - noncurrent				1,074		840
Accrued pension obligations				1,105		1,299
Regulatory liabilities				1,009		1,010
Other noncurrent liabilities				1,511		1,544
Common stock and additional paid in capital				6,868		6,819
Earnings reinvested				5,129		4,797
Accumulated other comprehensive loss				(730)		(788)
Noncontrolling interests				268		268
Total Liabilities and Equity			$	44,082	$	42,648

(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,
				2012 (a)		2011 (a)
Operating Revenues
	Utility			$	1,714	$	1,536
	Unregulated retail electric and gas (b)				223		147
	Wholesale energy marketing
		Realized			1,208		1,038
		Unrealized economic activity (b)			852		57
	Net energy trading margins				8		11
	Energy-related businesses				107		121
	Total Operating Revenues				4,112		2,910
Operating Expenses
	Operation
		Fuel (b)			424		475
		Energy purchases
			Realized		883		671
			Unrealized economic activity (b)		591		(18)
		Other operation and maintenance			706		583
	Depreciation				264		208
	Taxes, other than income				91		73
	Energy-related businesses				102		113
	Total Operating Expenses				3,061		2,105
Operating Income					1,051		805
Other Income (Expense) - net					(17)		(5)
Other-Than-Temporary Impairments							1
Interest Expense					230		174
Income from Continuing Operations Before Income Taxes					804		625
Income Taxes					259		223
Income from Continuing Operations After Income Taxes					545		402
Income (Loss) from Discontinued Operations (net of income taxes)							3
Net Income					545		405
Net Income Attributable to Noncontrolling Interests					4		4
Net Income Attributable to PPL Corporation				$	541	$	401
Amounts Attributable to PPL Corporation:
	Income from Continuing Operations After Income Taxes			$	541	$	398
	Income (Loss) from Discontinued Operations (net of income taxes)						3
	Net Income			$	541	$	401
Earnings Per Share of Common Stock - Basic
	Net Income Available to PPL Corporation Common Shareowners			$	0.93	$	0.82
Earnings Per Share of Common Stock - Diluted (c)
	Earnings from Ongoing Operations			$	0.70	$	0.84
	Special Items				0.23		(0.02)
	Net Income Available to PPL Corporation Common Shareowners			$	0.93	$	0.82
Weighted-Average Shares of Common Stock Outstanding (in thousands)
	Basic				579,041		484,138
	Diluted				579,527		484,345

(a)	The results of operations for 2012 are not comparable with 2011 due to the April 2011 acquisition of WPD Midlands.
(b)	Includes activity from energy-related contracts to hedge future cash flows that were not eligible for hedge accounting, or for which hedge accounting was not elected.
(c)	Earnings in 2012 and 2011 were impacted by several special items, as described in the text and tables of this news release.  Earnings from ongoing operations exclude 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,
				2012 (a)		2011 (a)
Cash Flows from Operating Activities
	Net income			$	545	$	405
	Adjustments to reconcile net income to net cash provided by operating activities
		Depreciation			264		208
		Amortization			55		47
		Defined benefit plans - expense			42		39
		Deferred income taxes and investment tax credits			257		204
		Unrealized (gains) losses on derivatives, and other hedging activities			(235)		(96)
	Change in current assets and current liabilities
		Counterparty collateral			65		(195)
		Other			(50)		5
	Defined benefit plans - funding				(208)		(438)
	Other operating activities				(7)		17
			Net cash provided by operating activities		728		196
Cash Flows from Investing Activities
	Expenditures for property, plant and equipment				(682)		(428)
	Proceeds from the sale of certain non-core generation facilities						381
	Purchases of nuclear plant decommissioning trust investments				(38)		(79)
	Proceeds from the sale of nuclear plant decommissioning trust investments				34		75
	Proceeds from the sale of other investments				16		163
	Net (increase) decrease in restricted cash and cash equivalents				(22)		(7)
	Other investing activities				(19)		(7)
			Net cash provided by (used in) investing activities		(711)		98
Cash Flows from Financing Activities
	Issuance of common stock				16		16
	Payment of common stock dividends				(203)		(170)
	Net increase (decrease) in short-term debt				93		187
	Other financing activities				(30)		(20)
			Net cash provided by (used in) financing activities		(124)		13
Effect of Exchange Rates on Cash and Cash Equivalents					8		13
Net Increase (Decrease) in Cash and Cash Equivalents					(99)		320
Cash and Cash Equivalents at Beginning of Period					1,202		925
Cash and Cash Equivalents at End of Period				$	1,103	$	1,245

(a) The cash flows for 2012 are not comparable with 2011 due to the April 2011 acquisition of WPD Midlands.

Key Indicators (Unaudited)
				12 Months Ended
				March 31,
Financial				2012	2011
Dividends declared per share				$ 1.41	$ 1.40
Book value per share (a)				$ 19.44	$ 17.60
Market price per share (a)				$ 28.26	$ 25.30
Dividend yield (a)				5.0%	5.5%
Dividend payout ratio (b)				50%	59%
Dividend payout ratio - earnings from ongoing operations (b)(c)				54%	46%
Price/earnings ratio (a)(b)				10.0	10.7
Price/earnings ratio - earnings from ongoing operations (a)(b)(c)				10.8	8.3
Return on average common equity				15.35%	14.10%
Return on average common equity - earnings from ongoing operations (c)				14.19%	18.24%
(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)			2012	2011	Change
Domestic Retail Delivered (a)
	PPL Electric Utilities		9,761	10,473	(6.8%)
	LKE		7,505	7,932	(5.4%)
		Total	17,266	18,405	(6.2%)
Domestic Retail Supplied (b)
	PPL EnergyPlus		2,702	1,945	38.9%
	LKE		7,505	7,932	(5.4%)
		Total	10,207	9,877	3.3%
International Delivered
	United Kingdom (c)		21,423	7,546	183.9%
Domestic Wholesale
	PPL EnergyPlus - East		12,418	14,125	(12.1%)
	PPL EnergyPlus - West		1,918	2,508	(23.5%)
	LKE (d)		589	949	(37.9%)
		Total	14,925	17,582	(15.1%)
(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, New
Jersey, Montana and Maryland.  Also includes GWh supplied by LKE to retail customers in Kentucky, Virginia and Tennessee.
(c) 2012 includes 14,303 GWh delivered by WPD Midlands, whereas no amounts are included for the 2011 period as the acquisition occurred
April 1, 2011.  Sales volumes for WPD operations are reported on a one-month lag.
(d) Represents FERC regulated municipal and unregulated off-system sales.

Reconciliation of Segment Earnings from Ongoing Operations to Reported Earnings
(After Tax)
(Unaudited)
1st Quarter 2012		(millions of dollars)
		Kentucky		U.K.		Pennsylvania
		Regulated		Regulated		Regulated		Supply		Total
Earnings from Ongoing Operations		$	38	$	183	$	33	$	155	$	409
Special Items:
Adjusted energy-related economic activity, net									150		150
Foreign currency-related economic hedges					(14)						(14)
Impairments:
	Adjustments - nuclear decommissioning trust investments								1		1
Acquisition-related adjustments:
	WPD Midlands separation benefits				(4)						(4)
	LKE net operating loss carryforward and other tax related		4								4
	adjustments
Other:
	Counterparty bankruptcy								(6)		(6)
	Ash basin leak remediation adjustment								1		1
Total Special Items			4		(18)				146		132
Reported Earnings		$	42	$	165	$	33	$	301	$	541
		(per share - diluted)
		Kentucky		U.K.		Pennsylvania
		Regulated		Regulated		Regulated		Supply		Total
Earnings from Ongoing Operations		$	0.06	$	0.31	$	0.06	$	0.27	$	0.70
Special Items:
Adjusted energy-related economic activity, net									0.26		0.26
Foreign currency-related economic hedges					(0.02)						(0.02)
Acquisition-related adjustments:
	WPD Midlands separation benefits				(0.01)						(0.01)
	LKE net operating loss carryforward and other tax related		0.01								0.01
	adjustments
Other:
	Counterparty bankruptcy								(0.01)		(0.01)
Total Special Items			0.01		(0.03)				0.25		0.23
Reported Earnings		$	0.07	$	0.28	$	0.06	$	0.52	$	0.93

Reconciliation of Segment Earnings from Ongoing Operations to Reported Earnings
(After Tax)
(Unaudited)
1st Quarter 2011				(millions of dollars)
		Kentucky		U.K.		Pennsylvania
		Regulated		Regulated		Regulated		Supply		Total
Earnings from Ongoing Operations		$	75	$	75	$	52	$	205	$	407
Special Items:
Adjusted energy-related economic activity, net									17		17
Foreign currency-related economic hedges					(1)						(1)
Impairments:
	Emission allowances								(1)		(1)
	Renewable energy credits								(2)		(2)
	Adjustments - nuclear decommissioning trust investments								1		1
Acquisition-related adjustments:
	WPD Midlands:
	2011 Bridge Facility costs				(5)						(5)
	Foreign currency loss on 2011 Bridge Facility				(4)						(4)
	Other acquisition-related costs				(10)						(10)
	LKE:
	Sale of certain non-core generation facilities								(1)		(1)
Total Special Items					(20)				14		(6)
Reported Earnings		$	75	$	55	$	52	$	219	$	401
				(per share - diluted)
		Kentucky		U.K.		Pennsylvania
		Regulated		Regulated		Regulated		Supply		Total
Earnings from Ongoing Operations		$	0.15	$	0.16	$	0.11	$	0.42	$	0.84
Special Items:
Adjusted energy-related economic activity, net									0.03		0.03
Acquisition-related adjustments:
	WPD Midlands:
	2011 Bridge Facility costs				(0.02)						(0.02)
	Foreign currency loss on 2011 Bridge Facility				(0.01)						(0.01)
	Other acquisition-related costs				(0.02)						(0.02)
Total Special Items					(0.05)				0.03		(0.02)
Reported Earnings		$	0.15	$	0.11	$	0.11	$	0.45	$	0.82

EX-99.2

©PPL Corporation 2012

1

1st Quarter Earnings Call

PPL Corporation
May 4, 2012

©PPL Corporation 2012

Exhibit 99.2

©PPL Corporation 2012

2

Cautionary Statements and Factors
That May Affect Future Results

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.

©PPL Corporation 2012

3

W. H. Spence

P. A. Farr

Agenda

First Quarter Earnings Results, Operational
Overview and 2012 Earnings Forecast

Segment Results and Financial Overview

Q&A

©PPL Corporation 2012

4

First Quarter

Reported Earnings

First Quarter

Earnings from Ongoing Operations

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

First Quarter Earnings Results

©PPL Corporation 2012

5

$2.73

$/Share

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

$2.45

$2.15

Reaffirmed 2012 Ongoing Earnings Forecast

©PPL Corporation 2012

6

Operational Overview

Midlands integration achieving operational improvements
and synergy savings

Susquehanna-Roseland transmission line preferred route
selected by National Park Service

Final approval expected in October 2012

Ironwood acquisition completed

Susquehanna turbine blade update

PPL Electric Utilities filed distribution rate case

©PPL Corporation 2012

7

PPL Electric Utilities Distribution Rate Case Facts

Distribution Revenue Increase Requested$104.6 million

Test Year2012

Requested ROE11.25%

2012 Distribution Rate Base$2.42 billion

2012 Common Equity Ratio51.03%

1% Change in ROE = ~$23 million in revenue

Docket No. R-2012-2290597

Complete filing available at www.pplelectric.com/rateinfo

©PPL Corporation 2012

8

($0.14)

$0.84

$0.70

Total

(0.15)

0.42

0.27

Supply

(0.05)

0.11

0.06

Pennsylvania Regulated

0.15

0.16

0.31

U.K. Regulated

($0.09)

$0.15

$0.06

Kentucky Regulated

Change

Q1 2011

Q1 2012

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

Ongoing Earnings Overview

©PPL Corporation 2012

9

	1st Quarter
2011 EPS - Ongoing Earnings		$0.15
Electric Delivery Margins	(0.04)
O&M	(0.03)
Depreciation	(0.01)
Dilution	(0.01)
Total		(0.09)
2012 EPS - Ongoing Earnings		$0.06

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

Kentucky Regulated Segment
Earnings Drivers

©PPL Corporation 2012

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

(1) Includes interest expense from the 2011 equity units.

	1st Quarter
2011 EPS - Ongoing Earnings		$0.16
Midlands(1)	0.24
Delivery revenue	0.02
O&M	(0.03)
Income taxes & other	(0.02)
Dilution	(0.06)
Total		0.15
2012 EPS - Ongoing Earnings		$0.31

U.K. Regulated Segment
Earnings Drivers

©PPL Corporation 2012

11

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

	1st Quarter
2011 EPS - Ongoing Earnings		$0.11
Electric Delivery Margins	(0.02)
O&M	(0.01)
Depreciation	(0.01)
Dilution	(0.01)
Total		(0.05)
2012 EPS - Ongoing Earnings		$0.06

Pennsylvania Regulated Segment
Earnings Drivers

©PPL Corporation 2012

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

	1st Quarter
2011 EPS - Ongoing Earnings		$0.42
Margins	(0.10)
O&M	(0.01)
Income taxes & other	0.02
Dilution	(0.06)
Total		(0.15)
2012 EPS - Ongoing Earnings		$0.27

Supply Segment Earnings Drivers

©PPL Corporation 2012

13

Appendix

©PPL Corporation 2012

14

Dividend Profile

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.

$/Share

Annualized

(2)

(1)

©PPL Corporation 2012

15

Midlands Integration - Improved
Network Performance

Customer Minutes Lost

Customer Interruptions (per 100 customers)

18 Hour Standard

Target 60

25.9%
Improvement

39.7%
Improvement

96%
Improvement

21.6%
Improvement

©PPL Corporation 2012

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

Regulated Volume Variances

Regulated Volume Variances Regulated Volume Variances Regulated Volume Variances Regulated Volume Variances Residential Commercial Industrial Total Residential Commercial Industrial Total Weather- Normalized (charted) -0.74% 0.56% -0.20% -0.18% 1.60% 0.81% 0.01% 0.90% Actual -11.89% -3.96% -0.20% -6.80% -3.50% -0.78% 0.01% -1.66% PA Regulated Weather-Normalized Sales - 0.74% 1.60% 0.56% 0.81% - 0.20% 0.01% - 0.18% 0.90% -4.0% -3.0% -2.0% -1.0% 0.0% 1.0% 2.0% 3.0% 4.0% 3- months ended 03/ 31/2012 vs 03/31/ 2011 12- months ended 03/31/ 2012 vs 03/ 31/ 2011 % Change KY Regulated Weather-Normalized Sales - 1.34% - 0.24% - 2.83% - 1.97% 2.97% 0.16% - 0.68% - 1.07% -4.0% -3.0% -2.0% -1.0% 0.0% 1.0% 2.0% 3.0% 4.0% 3- months ended 03/31/ 2012 vs 03/ 31/2011 12- months ended 03/ 31/2012 vs 03/31/2011 % Change Residential Commercial Industrial Total Residential Commercial Industrial Total Weather-Normalized (charted) -1.34% -2.83% 2.97% -0.68% -0.24% -1.97% 0.16% - 1.07% Actual -12.03% -5.70% 2.92% -5.38% -8.60% -4.62% -0.20% -4.79%

©PPL Corporation 2012

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	2012	2013
Baseload
Expected Generation(1) (Million MWhs)	51.5	53.1
East	43.5	44.8
West	8.0	8.3
Current Hedges (%)	94-98%	79-83%
East	96-100%	82-86%
West	82-86%	65-69%
Average Hedged Price (Energy Only) ($/MWh)(2) (3)
East	$54-55	$49-51
West	$50-52	$46-49
Current Coal Hedges (%)	100%	97%
East	100%	96%
West	100%	100%
Average Hedged Consumed Coal Price (Delivered $/Ton)
East	$76-79	$80-88
West	$23-28	$23-29
Intermediate/Peaking
Expected Generation(1) (Million MWhs)	7.6	7.0
Current Hedges (%)	58%	6%

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

As ofMarch 31, 2012

(1) Represents expected sales of Supply segment based on current business plan assumptions.

(2) The 2012 average hedge energy prices are based on the fixed price swaps as of March 31, 2012; the prior collars have all been converted to fixed swaps.

(3) The 2013 ranges of average energy prices for existing hedges were estimated by determining the impact on the existing collars resulting from 2013 power prices at the 5th and 95th
percentile confidence levels.

Enhancing Value Through Active Hedging

©PPL Corporation 2012

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Market Prices

(1)	24-hour average.
(2)	NYMEX and TZ6NNY forward gas prices on 3/30/2012.
(3)	Market Heat Rate = PJM on-peak power price divided by TZ6NNY gas price.

Market Prices Market Prices Market Prices Balance of 2012 2013 ELECTRIC  PJM  On-Peak Off-Peak ATC(1)  Mid-Columbia  On-Peak Off-Peak ATC(1)  GAS(2) NYMEX TZ6NNY  PJM MARKET HEAT RATE(3) CAPACITY PRICES  (Per MWD)  EQA   $39 $27 $32 $44 $32 $37 $23 $14 $19 $31 $23 $27 $2.50 $2.71 $3.47 $3.76 14.2 $123.63 11.7 $187.49 87% 90%

©PPL Corporation 2012

19

Capital Expenditures

($ in billions)

(1)Includes capex for WPD Midlands. Figures based on assumed exchange rate of $1.57 / GBP.

(2)Expect between 80% and 90% to receive timely returns via ECR mechanism based on historical experience and future projections.

(1)

(2)

$3.8

$4.2

$4.1

$3.7

$2.9

©PPL Corporation 2012

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Projected 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 $1.57 / GBP and are as of year-end December 31.

$18.9

$21.3

$23.5

$25.2

(2)

2012E - 2016E Regulatory Asset Base(1) CAGR:7.9%

$17.6

$25.8

©PPL Corporation 2012

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Free Cash Flow before
Dividends

(Millions of Dollars)

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

(1)

Reconciliation of Cash from
Operations to Free Cash Flow
before Dividends

(Millions of dollars)

Free Cash Flow before Dividends

Free Cash Flow before Dividends Free Cash Flow before Dividends Free Cash Flow before Dividends Free Cash Flow before Dividends Free Cash Flow before Reconciliation of Cash from Dividends Operations to Free Cash Flow before Dividends (Millions of Dollars)  (Millions of dollars)  $531 $314 ( $ 1,010) ( $1,200) ( $1,000) ( $800) ( $600) ( $400) ( $200) $0 $200 $400 $600 $800 2010A 2011A 2012E  Cash from Operations $ 2,034 $ 2,507 $ 2,800  Increase ( Decrease) in cash due to: Capital Expenditures ( 1,644) (2,555) (3,840) Sale of Assets 161 381 Other Investing Activities - Net ( 20) (19) 30  Free Cash Flow before Dividends $ 531 $ 314 $ (1,010)  2010 2011 2012  (1) Actual Actual Forecast

©PPL Corporation 2012

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Note:As of March 31, 2012

(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)Excludes $978 million of junior subordinated notes due 2019 that are a component of PPL’s 2011 Equity Units and
may be put back to PPL Capital Funding if the remarketing in 2014 is not successful.

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

(4)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

Debt Maturities Debt Maturities Debt Maturities ( Millions) PPL Capital Funding LG& E and KU Energy ( Holding Co LKE) Louisville Gas & Electric Kentucky Utilities PPL Electric Utilities PPL Energy Supply WPD 2012 $0 0 0 0 0 0 0 2013 $ 0 0 0 0 0 737 0 (1) 2014 $0 (2) 0 0 0 10 (3) 300 0 2015 $0 400 250 250 100 300 (4) 0 2016 $ 0 0 0 0 0 350 460 Total $0 $737 $310 $1,300 $810

©PPL Corporation 2012

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Note:As of March 31, 2012

•Credit facilities consist of a diverse bank group, with no bank and its affiliates providing an aggregate commitment of more than
9% of the total committed capacity for the domestic facilities and 17% of the total committed capacity for WPD’s facilities.

(1)In April 2012, PPL Electric Utilities increased the capacity of its syndicated credit facility from $200 million to $300 million.

(1)

(1)

Liquidity Profile

Liquidity Profile Liquidity Profile Liquidity Profile Liquidity Profile Total Expiration Facility Drawn Availability Institution Facility Date (Millions) (Millions) (Millions)  Letters of Credit Outstanding & Commercial Paper Backstop (Millions)  PPL Energy Supply Syndicated Credit Facility Oct-2016 $ 3,000 $ 634 $ 0 $ 2,366 Letter of Credit Facility Mar-2013 200 144 0 56 $3,200 $778 $0 $2,422  PPL Electric Utilities Syndicated Credit Facility (1) Oct-2016 $ 200 $ 1 $ 0 $ 199 Asset-backed Credit Facility Jul-2012 150 0 0 150 $350 $1 $0 $349  Louisville Gas & Electric Syndicated Credit Facility Oct-2016 $ 400 $ 0 $ 0 $ 400  Kentucky Utilities Syndicated Credit Facility Oct-2016 $ 400 $ 0 $ 0 $ 400 Letter of Credit Facility Apr-2014 198 198 0 0 $598 $198 $0 $400  WPD PPL WW Syndicated Credit Facility Jan-2013 £150 £ 0 £110 £40 WPD (South West) Syndicated Credit Facility Jan-2017 245 0 0 245 WPD (East Midlands) Syndicated Credit Facility Apr-2016 300 70 0 230 WPD (West Midlands) Syndicated Credit Facility Apr-2016 300 71 0 229 Uncommitted Credit Facilities 73 3 0 70 £1,068 £144 £110 £814  Note: As of March 31, 2012  • Credit facilities consist of a diverse bank group, with no bank and its affiliates providing an aggregate commitment of more than 9% of the total committed capacity for the domestic facilities and 17% of the total committed capacity for WPD’s facilities. (1) In April 2012, PPL Electric Utilities increased the capacity of its syndicated credit facility from $200 million to $300 million.

©PPL Corporation 2012

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Reconciliation of First Quarter Earnings from
Ongoing Operations to Reported Earnings

Reconciliation of First Quarter Earnings from Reconciliation of First Quarter Earnings from Reconciliation of First Quarter Earnings from Ongoing Operations to Reported Earnings Ongoing Operations to Reported Earnings Ongoing Operations to Reported Earnings (Millions of Dollars, After-Tax)  Kentucky U. K. Pennsylvania Quarter Ending March 31, 2012 Regulated Regulated Regulated Supply Total Earnings from Ongoing Operations $ 38 $ 183 $ 33 $ 155 $ 409 Special Items: Adjusted energy-related economic activity, net 150 150 Foreign currency-related economic hedges (14) (14) Impairments:  Adjustments - nuclear decommissioning trust investments 1 1  Acquisition-related adjusments: WPD Midlands separation benefits (4) (4) LKE net operating loss carryforward and other tax related adjustments 4 4  Other: Counterparty bankruptcy (6) (6) Ash basin leak remediation adjustment 1 1  Total Special Items 4 (18) 146 132 Reported Earnings* $ 42 $ 165 $ 33 $ 301 $ 541  Kentucky U. K. Pennsylvania Quarter Ending March 31, 2011 Regulated Regulated Regulated Supply Total Earnings from Ongoing Operations $ 75 $ 75 $ 52 $ 205 $ 407 Special Items: Adjusted energy-related economic activity, net 17 17 Foreign currency-related economic hedges (1) (1) Impairments:  Emission allowances (1) (1) Renewable energy credits (2) (2) Adjustments - nuclear decommissioning trust investments 1 1  Acquisition-related adjustments: WPD Midlands: 2011 Bridge Facility costs (5) (5) Foreign currency loss on 2011 Bridge Facility (4) (4) Other acquisition- related costs (10) (10) LKE: Sale of certain non- core generation facilities (1) (1)  Total Special Items (20) 14 (6) Reported Earnings* $ 75 $ 55 $ 52 $ 219 $ 401  * Represents net income attributable to PPL Corporation

©PPL Corporation 2012

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Reconciliation of First Quarter Earnings from
Ongoing Operations to Reported Earnings

Reconciliation of First Quarter Earnings from Reconciliation of First Quarter Earnings from Ongoing Operations to Reported Earnings Ongoing Operations to Reported Earnings Reconciliation of First Quarter Earnings from Reconciliation of First Quarter Earnings from Ongoing Operations to Reported Earnings Ongoing Operations to Reported Earnings (Per Share - Diluted) Foreign currency-related economic hedges Acquisition-related adjustments: WPD Midlands separation benefits LKE net operating loss carryforward and other tax related adjustments Other: Counterparty bankruptcy Quarter Ending March 31, 2012 Special Items: Earnings from Ongoing Operations Adjusted energy-related economic activity, net Reported Earnings Total Special Items $ 0.06 0.01 0.01 $ 0.07 Kentucky Regulated $ 0.31 (0.02) (0.01) (0.03) $ 0.28 U. K. Regulated $ 0.06 $ 0.06 Pennsylvania Regulated $ $ 0.27 0.26 (0.01) 0.25 0.52 Supply$ $ 0.70 0.26 (0.02) (0.01) 0.01 (0.01) 0.23 0.93 Total Acquisition-related adjustments: WPD Midlands: 2011 Bridge Facility costs Foreign currency loss on 2011 Bridge Facility Other acquisition-related costs Earnings from Ongoing Operations Quarter Ending March 31, 2011 Reported Earnings Total Special Items Adjusted energy-related economic activity, net Special Items: $ 0.15 $ 0.15 Kentucky Regulated $ 0.16 (0.02) (0.01) (0.02) (0.05) $ 0.11 Regulated U. K. $ 0.11 $ 0.11 Regulated Pennsylvania $ $ 0.42 0.03 0.03 0.45 Supply $ $ 0.84 0.03 (0.02) (0.01) (0.02) (0.02) 0.82 Total

©PPL Corporation 2012

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

Reconciliation of PPL Reconciliation of PPL’’ s Earnings from Ongoings Earnings from Ongoing Operations to Reported Earnings Operations to Reported Earnings Reconciliation of PPL Reconciliation of PPL’’ s Earnings from Ongoings Earnings from Ongoing Operations to Reported Earnings Operations to Reported Earnings Maine hydroelectric generation business Emission allowances Renewable energy creditsWPD Midlands: 2011 Bridge Facility costs Foreign currency loss on 2011 Bridge Facility Net hedge gains Hedge ineffectiveness U.K. stamp duty tax Separation benefits Other acquisition- related costs LKE: Monetization of certain full- requirement sales contracts Sale of certain non- core generation facilities Discontinued cash flow hedges and ineffectiveness Reduction of credit facility2010 Bridge Facility costs Other acquisition-related costs Net operating loss carryforward and other tax related adjustments Montana hydroelectric litigation Health care reform - tax impact Litigation settlement - spent nuclear fuel storage Change in U. K. tax rate Windfall profits tax litigation Counterparty bankruptcy Wholesale supply cost reimbursement Total Special Items Reported Earnings Special Items: Adjusted energy-related economic activity, net Foreign currency-related economic hedges Sales of assets: Impairments: Acquisition-related adjustments: Other: Earnings from Ongoing Operations (Per Share - Diluted) High Low 2012 2012 2.45$ 2.15$ 0.26 0.26(0.02) (0.02) (0.01) (0.01) 0.01 0.01 (0.01) (0.01) 0.23 0.232.68$ 2.38$ Forecast 2011 2010 2.73$ 3.13$ 0.12 ( 0.27) 0.01 0.03 ( 0.02) (0.01) (0.05) (0.07) 0.07 (0.02) (0.04) (0.13) (0.10) ( 0.29) ( 0.14) ( 0.06) ( 0.01) ( 0.12) ( 0.05) 0.08 ( 0.08) ( 0.02) 0.06 0.12 0.04 (0.07) 0.03 (0.01) 0.01 (0.03) ( 0.96) 2.70$ 2.17$ Actual

©PPL Corporation 2012

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Gross Margins Summary

Gross Margins Summary Gross Margins Summary Gross Margins Summary Gross Margins Summary (Millions of Dollars) Three Months Ended March 31, Per Share Diluted 2012 2011 Change (after-tax) (a)  KY Gross Margins $ 383 $ 411 $ ( 28) $ ( 0.04) PA Gross Delivery Margins by Component  Distribution $ 189 $ 208 $ ( 19) $ ( 0.02) Transmission 48 42 6 Total $ 237 $ 250 $ ( 13) $ ( 0.02)  Unregulated Gross Energy Margins by Region  Non- trading Eastern U. S. $ 489 $ 578 $ ( 89) $ ( 0.10) Western U. S. 87 82 5   Net energy trading 8 11 ( 3) Total $ 584 $ 671 $ ( 87) $ ( 0.10)  ( a) Excludes dilution which is primarily associated with the April 2011 issuance of common stock.

©PPL Corporation 2012

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Reconciliation of First Quarter
Operating Income to Margins

Reconciliation of First Quarter Reconciliation of First Quarter Operating Income to Margins Operating Income to Margins Reconciliation of First Quarter Reconciliation of First Quarter Operating Income to Margins Operating Income to Margins Three Months Ended March 31, 2012 Three Months Ended March 31, 2011 ( Millions of Dollars) Unregulated Unregulated Kentucky PA Gross Gross Kentucky PA Gross Gross Gross Delivery Energy Operating Gross Delivery Energy Operating Margins Margins Margins Other Income Margins Margins Margins Other Income Operating Revenues Utility $ 705 $ 457 $ 552 $ 1,714 $ 766 $ 554 $ 216 $ 1,536 PLR intersegment utility revenue ( expense) ( 21) $ 21 ( 6) $ 6 Unregulated retail electric and gas 214 9 223 143 4 147 Wholesale energy marketing Realized 1,204 4 1,208 1,022 16 1,038 Unrealized economic activity 852 852 57 57 Net energy trading margins 8 8 11 11 Energy- related businesses 107 107 121 121 Total Operating Revenues 705 436 1,447 1,524 4,112 766 548 1,182 414 2,910 Operating Expenses Fuel 213 214 ( 3) 424 215 284 ( 24) 475 Energy purchases Realized 74 153 636 20 883 107 251 227 86 671 Unrealized economic activity 591 591 ( 18) ( 18) Other operation and maintenance 22 22 4 658 706 21 18 4 540 583 Depreciation 13 251 264 12 196 208 Taxes, other than income 25 8 58 91 33 7 33 73 Energy- related businesses 102 102 113 113 Intercompany eliminations (1) 1 ( 4) 1 3 Total Operating Expenses 322 199 863 1,677 3,061 355 298 523 929 2,105 Discontinued operations 12 ( 12) ( a) Total $ 383 $ 237 $ 584 $ ( 153) $ 1,051 $ 411 $ 250 $ 671 $ ( 527) $ 805  (a) Represents the net amount of certain revenues and expenses associated with certain businesses that are classified as discontinued operations. These revenues and expenses are not reflected in " Operating Income" on the Statement of Income.

©PPL Corporation 2012

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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, its
subsidiaries and customers; 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 generating plants; 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

©PPL Corporation 2012

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“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:

•Adjusted 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 adjustments.

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

Adjusted 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 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

©PPL Corporation 2012

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"Kentucky Gross Margins" is a single financial performance measure of the Kentucky Regulated segment's electricity generation, transmission and
distribution operations as well as its distribution and sale of natural gas.In calculating this measure, utility revenues and expenses associated with
approved cost recovery tracking mechanisms are offset.Certain costs associated with these mechanisms, primarily ECR and DSM, are recorded as
"Other operation and maintenance" expense and the depreciation associated with ECR equipment is recorded as "Depreciation" expense.These
mechanisms allow for recovery of certain expenses, returns on capital investments and performance incentives.As a result, this measure
represents the net revenues from the Kentucky Regulated segment's operations.

"Pennsylvania Gross Delivery Margins" is a single financial performance measure of the Pennsylvania Regulated segment's electric delivery
operations, which includes transmission and distribution activities.In calculating this measure, utility revenues and expenses associated with
approved recovery mechanisms, including energy provided as a PLR, are offset with minimal impact on earnings.Costs associated with these
mechanisms are recorded in "Energy purchases," "Other operation and maintenance-“ expense, which is primarily Act 129 costs, and in "Taxes,
other than income," which is primarily gross receipts tax.These mechanisms allow for recovery of certain expenses; therefore, certain expenses and
revenues offset with minimal impact on earnings.This performance measure includes PLR energy purchases by PPL Electric from PPL EnergyPlus,
which are reflected in “PLR intersegment utility revenue (expense).”As a result, this measure represents the net revenues from the Pennsylvania
Regulated segment's electric delivery operations.

"Unregulated Gross Energy Margins" is a single financial performance measure of the Supply segment's competitive energy non-trading and trading
activities.In calculating this measure, the Supply segment's energy revenues, which include operating revenues associated with certain Supply
segment businesses that are classified as discontinued operations, are offset by the cost of fuel, energy purchases, certain other operation and
maintenance expenses, primarily ancillary charges, gross receipts tax, which is recorded in "Taxes, other than income," and operating expenses
associated with certain Supply segment businesses that are classified as discontinued operations.This performance measure is relevant to PPL
due to the volatility in the individual revenue and expense lines on the Statements of Income that comprise "Unregulated Gross Energy Margins."
This volatility stems from a number of factors, including the required netting of certain transactions with ISOs and significant swings in unrealized
gains and losses.Such factors could result in gains or losses being recorded in either "Wholesale energy marketing" or "Energy purchases" on the
Statements of Income.This performance measure includes PLR revenues from energy sales to PPL Electric by PPL EnergyPlus, which are
reflected in "PLR intersegment utility revenue (expense)."PPL excludes from "Unregulated Gross Energy Margins" the Supply segment's energy-
related economic activity, which includes the changes in fair value of positions used to economically hedge a portion of the economic value of PPL's
competitive 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 this
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 unregulated gross energy margins over the delivery period that was hedged or upon realization.

Definitions of Non-GAAP Financial Measures

EX-99.3

Exhibit 99.3

Contacts:	For news media - Chris Whelan, 502-627-4999
	For financial analysts - Joe Bergstein, 610-774-5609

KPSC Approves New Natural Gas Generation at LG&E and KU

Project Expected to Begin This Year; 250 Construction Jobs Anticipated At Peak

LOUISVILLE, Ky. (May 3, 2012) – The Kentucky Public Service Commission today approved plans for Louisville Gas and Electric Company and Kentucky Utilities Company to build and buy new natural gas generation to meet the energy needs of their customers.

As a result of stricter federal Environmental Protection Agency regulations, several of the utilities’ older, coal-fired units — representing more than 13 percent of the utilities’ coal fleet — must be retired by 2016.

Today’s ruling is a key milestone in the process. Subject to receipt of other permits, LG&E and KU plan to build the 640-megawatt, natural gas combined-cycle (NGCC), generating unit at the existing Cane Run site in southwestern Louisville.

The ruling also moves the utilities a step closer to the purchase of three additional simple-cycle natural gas combustion turbines from Bluegrass Generation Company located in LaGrange. The purchase of the Bluegrass units, which will provide up to 495 megawatts of peak generation supply, is still subject to Federal Energy Regulatory Commission approval.

“With this regulatory approval, we can begin focusing on this significant investment in our system. We worked diligently to develop a least-cost solution to meet the federal regulatory mandates and we’re pleased that the KPSC has approved the plan,” said Lonnie Bellar, vice president of State Regulation and Rates for LG&E and KU.

The NGCC is expected to cost approximately $583 million and the Bluegrass plant is expected to cost approximately $110 million. Recovery of the additional costs is not part of today’s ruling, but will be included in future rate proceedings.

Cane Run and Green River coal units will need to remain operational until the replacement generation and associated transmission projects are completed. Construction of the NGCC is expected to begin this year and be complete in 2015. At the peak of the construction phase, approximately 250 jobs are expected to be created.

Louisville Gas and Electric Company and Kentucky Utilities Company, part of the PPL Corporation (NYSE: PPL) family of companies, are regulated utilities that serve a total of 1.2 million customers and have consistently ranked among the best companies for customer service in the United States. LG&E serves 321,000 natural gas and 397,000 electric customers in Louisville and 16 surrounding counties. Kentucky Utilities serves 546,000 customers in 77 Kentucky counties and five counties in Virginia. More information is available at www.lge-ku.com and www.pplweb.com.

Certain statements contained in this news release, including statements with respect to future earnings, cash flow and business conditions, are “forward-looking statements” within the meaning of the federal securities laws. Although PPL Corporation, Louisville Gas and Electric Company and Kentucky Utilities Company believe 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; competition; accounting requirements; operating performance and costs of plants and other facilities; political, regulatory or economic developments and conditions; disposition proceeds; and regulatory approvals. Any such forward-looking statements should be considered in light of such factors and in conjunction with PPL Corporation’s, Louisville Gas and Electric Compan’sy and Kentucky Utilities Company’s Form 10-K’s and other reports on file with the Securities and Exchange Commission.

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