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):  February 14, 2013

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 February 14, 2013, PPL Corporation ("PPL") issued a press release announcing its financial results for the year ended December 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 February 14, 2013, 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 year ended December 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.

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

(d)	Exhibits
	99.1 -	Press Release, dated February 14, 2013, announcing PPL's financial results for the year ended December 31, 2012, and other business matters.
	99.2 -	Slides to be used on the February 14, 2013 webcast among members of PPL's senior management and financial analysts.

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:  February 14, 2013

EX-99.1

Exhibit 99.1

February 14, 2013

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

PPL Corporation Reports Strong 2012 Earnings, Increases Common Stock Dividend

·   Reported earnings of $2.60 per share and earnings from ongoing operations of $2.42 per share exceed 2012 forecast ranges

·   Annualized dividend increased to $1.47 per share, 11th increase in the past 12 years

·   Company announces 2013 earnings forecast

ALLENTOWN, Pa. (February 14, 2013) ― PPL Corporation (NYSE: PPL) announced on Thursday (2/14) strong 2012 earnings that exceeded forecast ranges, a 2013 earnings forecast range of $2.25 to $2.50 per share, and an increase in its quarterly common stock dividend — the 11th such increase in the past 12 years.

PPL’s 2012 reported earnings were $1.526 billion, or $2.60 per share, compared with $1.495 billion, or $2.70 per share in 2011. Per share earnings in 2012 include dilution of $0.14 per share because of common stock issued in April 2011 to fund the acquisition of the Midlands businesses in the United Kingdom.
 

Adjusting for special items, PPL’s earnings from ongoing operations were $1.417 billion, or $2.42 per share, in 2012 compared with $1.509 billion, or $2.73 per share, in 2011.

The increase in the quarterly common stock dividend to $0.3675 per share is payable April 1, 2013, to shareowners of record as of March 8, 2013.  On an annualized basis, the dividend is $1.47 per share, up from $1.44 per share. PPL has increased its dividend in 11 of the last 12 years; the new dividend rate reflects a 177 percent increase over that 12-year period.

“Given the significant challenges of 2012, we are very pleased with the earnings we are announcing today, which exceed our forecast ranges,” said William H. Spence, PPL’s chairman, president and chief executive officer. PPL’s forecast ranges for 2012 were $2.37 to $2.47 per share for reported earnings and $2.30 to $2.40 per share for earnings from ongoing operations.

“Our strong earnings — and steadily increasing dividends — deliver significant value to shareowners. Our 2012 performance also demonstrates our ability to meet the commitments we made regarding the major acquisitions in Kentucky and the United Kingdom, and reflects the persistent efforts of PPL people to manage through the challenges of the competitive wholesale power market,” Spence said.

PPL's reported earnings for the fourth quarter of 2012 were $359 million, or $0.60 per share, compared with $454 million, or $0.78 per share in the fourth quarter of 2011. Adjusting for special items, fourth quarter earnings from ongoing operations were $292 million, or $0.49 per share, compared with $410 million, or $0.71 per share in the fourth quarter of 2011.

PPL also announced its 2013 earnings forecast range of $2.25 to $2.50 per share, with a midpoint of $2.37 per share. PPL is projecting that its rate-regulated businesses will account for 85 percent of 2013 earnings, compared with 72 percent of ongoing earnings in 2012 and 58 percent of ongoing earnings in 2011.

“The 2013 earnings forecast reflects increased revenue from our three regulated businesses and lower energy margins for our supply business resulting largely from the roll-off of higher-priced hedges,” Spence said.

PPL’s 2013 earnings forecast also includes an additional scheduled outage at the Susquehanna nuclear power plant in Pennsylvania that accelerates PPL’s plan to address turbine blade issues that have affected both Susquehanna units.

“While the additional scheduled Susquehanna outage impacts projected 2013 earnings by about 5 cents per share, implementing a long-term solution sooner than previously planned reduces future risk and minimizes the overall financial effect on PPL,” Spence said.

2012 Earnings Details

PPL’s 2012 reported earnings include net special item credits of $109 million, or $0.18 per share, compared with net special item charges of $14 million, or $0.03 per share, in 2011.

The special item credits for 2012 include $0.13 per share to adjust a U.K. liability related to line losses, $0.13 per share for a reduction in the U.K. corporate income tax rate, and $0.07 per share for adjusted energy-related economic activity. These special item credits were partially offset by special item charges that include $0.06 per share for foreign currency-related economic hedges, $0.03 per share for coal contract modification payments and $0.03 per share for an impairment of an equity method investment in the Kentucky Regulated segment.

Reported earnings are calculated in accordance with U.S. generally accepted accounting principles (GAAP). Earnings from ongoing operations, a non-GAAP financial measure, are adjusted for special items that 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, and other impacts fully detailed at the end of this news release.

(Dollars in millions, except for per share amounts)
	2012	2011	% Change
Reported Earnings	$1,526	$1,495	2%
Reported Earnings Per Share	$2.60	$2.70	-4%
Earnings from Ongoing Operations	$1,417	$1,509	-6%
Earnings from Ongoing Operations Per Share	$2.42	$2.73	-11%

Fourth Quarter 2012 Earnings Details

PPL’s reported earnings for the fourth quarter of 2012 include net special item credits of $0.11 per share. The special item credits include $0.13 per share to adjust a U.K. liability related to line losses and $0.02 per share for adjusted energy-related economic activity. The credits were partially offset by special item charges including $0.03 per share for an impairment of an equity method investment in the Kentucky Regulated segment and $0.01 per share for foreign currency-related economic hedges.

 (Dollars in millions, except for per share amounts)

	4th Quarter	4th Quarter
	2012	2011	% Change
Reported Earnings	$359	$454	-21%
Reported Earnings Per Share	$0.60	$0.78	-23%
Earnings from Ongoing Operations	$292	$410	-29%
Earnings from Ongoing Operations Per Share	$0.49	$0.71	-31%

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

Annual and Fourth-Quarter 2012 Earnings by Segment

The following chart shows PPL’s earnings by segment for 2012 and the fourth quarter of 2012, compared with the same periods of 2011.

Per share	Year							4th Quarter
Earnings from ongoing operations	2012			2011				2012			2011
Kentucky Regulated	$	0.33			$	0.40		$	0.08			$	0.06
U.K. Regulated		1.19				0.87			0.29				0.28
Pennsylvania Regulated		0.22				0.31			0.05				0.10
Supply		0.68				1.15			0.07				0.27
Total	$	2.42			$	2.73		$	0.49			$	0.71
Special items
Kentucky Regulated	$	(0.03	)		$	–		$	(0.03	)		$	–
U.K. Regulated		0.18				(0.28	)		0.12				(0.12	)
Pennsylvania Regulated		–				–			–				–
Supply		0.03				0.25			0.02				0.19
Total	$	0.18			$	(0.03	)	$	0.11			$	0.07
Reported earnings
Kentucky Regulated	$	0.30			$	0.40		$	0.05			$	0.06
U.K. Regulated		1.37				0.59			0.41				0.16
Pennsylvania Regulated		0.22				0.31			0.05				0.10
Supply		0.71				1.40			0.09				0.46
Total	$	2.60			$	2.70		$	0.60			$	0.78

(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 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 decreased in 2012 by $0.07 per share compared to a year ago primarily due to higher operation and maintenance expense, higher depreciation, higher property taxes, losses from an equity method investment and dilution of $0.02 per share, partially offset by lower income taxes.

Segment earnings from ongoing operations in the fourth quarter of 2012 increased by $0.02 per share compared with the fourth quarter of 2011 primarily due to higher retail margins as a result of returns on new environmental investments, increased residential sales due to customer growth, and more seasonable weather than in 2011.

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.

Segment earnings from ongoing operations in 2012 increased by $0.32 per share compared to a year ago primarily due to four additional months of earnings from the WPD Midlands businesses, higher delivery revenue and lower U.K. income taxes, partially offset by higher U.S. income taxes, higher depreciation, a less favorable currency exchange rate, and dilution of $0.07 per share.

Segment earnings from ongoing operations in the fourth quarter of 2012 increased by $0.01 per share compared with the fourth quarter of 2011 primarily due to higher delivery revenue, partially offset by higher operation and maintenance expense and higher income taxes.

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 2012 decreased by $0.09 per share compared to a year ago primarily due to higher operation and maintenance expense, higher income and non-income taxes, lower distribution margins as a result of mild weather early in the year, higher depreciation and dilution of $0.01 per share, partially offset by higher transmission revenue and lower financing costs due to the redemption of $250 million of preferred securities.

Segment earnings from ongoing operations in the fourth quarter of 2012 decreased by $0.05 per share compared with the fourth quarter of 2011 primarily due to higher operation and maintenance expense and higher income and non-income taxes, partially offset by higher transmission revenue, higher distribution margins due to colder weather and lower financing costs.

Supply Segment

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

Segment earnings from ongoing operations in 2012 decreased by $0.47 per share compared to a year ago primarily due to lower Eastern energy margins resulting from lower baseload energy and capacity prices, lower Western energy margins resulting from an early 2012 contract termination related to the bankruptcy of a large customer, higher operation and maintenance expense, higher depreciation, higher income taxes, higher financing costs and dilution of $0.04 per share.

Segment earnings from ongoing operations in the fourth quarter of 2012 decreased by $0.20 per share compared with the fourth quarter of 2011 primarily due to lower nuclear and fossil-fuel generation output in the East, lower Western energy margins, higher operation and maintenance expense, higher income taxes and higher depreciation, partially offset by higher capacity prices.

2013 Earnings Forecast by Segment

In the fourth quarter of 2012, PPL adopted a new consolidated financing strategy that, beginning in 2013, will change the presentation of operating results for purposes of assessing performance by PPL management. The segments will continue to be Kentucky Regulated, U.K. Regulated, Pennsylvania Regulated and Supply; however, certain corporate-level financing and other costs will not be allocated or assigned to segments, but rather will be presented in a separate category, Corporate and Other, to reconcile segment results to PPL’s consolidated results. Non-financing costs to be presented in this category are not expected to be significant.

PPL’s recent growth in rate-regulated businesses provides the organization with an enhanced corporate level financing alternative, PPL Capital Funding, Inc. (Cap Funding), that further enables PPL to support targeted credit profiles cost effectively across all of PPL’s rated companies. As a result, PPL plans to further utilize Cap Funding in addition to continued direct financing by the operating companies, as appropriate.

Cap Funding participated significantly in the financing for the acquisitions of LKE and WPD Midlands. The associated financing costs, as well as the financing costs associated with prior issuances of certain other Cap Funding securities, are and will continue to be assigned to the appropriate segments. The financing costs associated with Cap Funding’s $400 million of 3.5% Senior Notes issued in October 2012, as well as future securities issuances at Cap Funding, are not expected to be directly assignable or allocable to any segment and will be reflected in Corporate and Other beginning in 2013.

Earnings per share	2013 forecast midpoint			2012 actual  (ongoing earnings)
Kentucky Regulated		$ 0.47			$ 0.33
U.K. Regulated		1.25			1.19
Pennsylvania Regulated		0.29			0.22
Supply		0.40			0.68
Corporate and Other		(0.04	)		-
Total		$ 2.37			$ 2.42

PPL expects lower earnings in 2013 compared with 2012, primarily due to lower energy margins in the Supply segment, partially offset by higher earnings in PPL’s three regulated segments.  These projected earnings also reflect dilution of $0.11 per share associated with 2013 common stock issuances related to PPL’s 2010 Equity Units and April 2012 forward stock sale.

Kentucky Regulated Segment

PPL projects higher segment earnings in 2013 compared with 2012, primarily driven by electric and gas base rate increases effective January 1, 2013, returns on additional environmental capital investments and retail load growth, partially offset by higher operation and maintenance expense. Dilution for 2013 is expected to be $0.02 per share.

U.K. Regulated Segment

PPL projects higher segment earnings in 2013 compared with 2012, primarily driven by higher electricity delivery revenue and lower income taxes, partially offset by higher operation and maintenance expense, higher depreciation and higher interest expense. Dilution for 2013 is expected to be $0.06 per share.

Pennsylvania Regulated Segment

PPL projects higher segment earnings in 2013 compared with 2012, primarily driven by higher distribution revenues from a distribution base rate increase effective January 1, 2013, and higher transmission margins, partially offset by higher depreciation. Dilution for 2013 is expected to be $0.01 per share.

Supply Segment

PPL projects lower segment earnings in 2013 compared with 2012 primarily driven by lower energy prices, higher fuel costs, higher operation and maintenance expense, higher depreciation and higher financing costs, which are partially offset by higher capacity prices and higher nuclear generation output despite scheduled outages for both Susquehanna units to implement a long-term solution to turbine blade issues. Dilution for 2013 is expected to be $0.02 per share.

Corporate and Other

This category primarily includes unallocated corporate-level financing and other costs.

PPL Corporation (NYSE: PPL), with annual revenue of more than $12 billion, is one of the largest companies in the U.S. utility sector. The PPL family of companies delivers electricity and natural gas to about 10 million customers in the United States and the United Kingdom, owns more than 18,000 megawatts of generating capacity in the United States and sells energy in key U.S. markets. 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 annual and fourth quarter 2012 financial results at 9 a.m. (Eastern Time) Thursday, February 14. 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#97396937).

“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 U.S. 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 adjusted 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 adjusted 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.

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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)
			December 31,		December 31,
			2012		2011
Assets
Cash and cash equivalents			$	901	$	1,202
Price risk management assets - current				1,525		2,548
Other current assets				2,642		2,676
Investments				759		718
Property, Plant and Equipment
	Regulated utility plant			25,196		22,994
	Less: Accumulated depreciation - regulated utility plant			4,164		3,534
		Regulated utility plant, net		21,032		19,460
	Non-regulated property, plant and equipment			12,545		11,608
	Less: Accumulated depreciation - non-regulated property, plant and equipment			5,942		5,676
		Non-regulated property, plant and equipment, net		6,603		5,932
	Construction work in progress			2,397		1,874
	Property, Plant and Equipment, net			30,032		27,266
Regulatory assets				1,483		1,349
Goodwill and other intangibles				5,083		5,179
Price risk management assets - noncurrent				572		920
Other noncurrent assets				637		790
Total Assets			$	43,634	$	42,648
Liabilities and Equity
Short-term debt			$	652	$	578
Long-term debt due within one year				751
Accounts payable				1,252		1,150
Price risk management liabilities - current				1,065		1,570
Other current liabilities				1,905		1,957
Long-term debt				18,725		17,993
Deferred income taxes and investment tax credits				3,715		3,611
Price risk management liabilities - noncurrent				629		840
Accrued pension obligations				2,076		1,313
Regulatory liabilities				1,010		1,010
Other noncurrent liabilities				1,356		1,530
Common stock and additional paid-in-capital				6,942		6,819
Earnings reinvested				5,478		4,797
Accumulated other comprehensive loss				(1,940)		(788)
Noncontrolling interests				18		268
Total Liabilities and Equity			$	43,634	$	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)
				Three Months Ended December 31,				Year Ended December 31,
				2012		2011		2012 (a)		2011 (a)
Operating Revenues
	Utility			$	1,796	$	1,597	$	6,808	$	6,292
	Unregulated retail electric and gas (b)				224		209		844		726
	Wholesale energy marketing
		Realized			1,066		1,130		4,433		3,807
		Unrealized economic activity (b)			11		1,178		(311)		1,407
	Net energy trading margins				(3)		(16)		4		(2)
	Energy-related businesses				128		120		508		507
	Total Operating Revenues				3,222		4,218		12,286		12,737
Operating Expenses
	Operation
		Fuel (b)			432		454		1,837		1,946
		Energy purchases
			Realized		744		663		2,997		2,130
			Unrealized economic activity (b)		(22)		1,074		(442)		1,123
		Other operation and maintenance			740		626		2,835		2,667
	Depreciation				287		263		1,100		960
	Taxes, other than income				98		88		366		326
	Energy-related businesses				121		116		484		484
	Total Operating Expenses				2,400		3,284		9,177		9,636
Operating Income					822		934		3,109		3,101
Other Income (Expense) - net					(8)		6		(39)		4
Other-Than-Temporary Impairments					26				27		6
Interest Expense					247		220		961		898
Income from Continuing Operations Before Income Taxes					541		720		2,082		2,201
Income Taxes					181		262		545		691
Income from Continuing Operations After Income Taxes					360		458		1,537		1,510
Income (Loss) from Discontinued Operations (net of income taxes)									(6)		2
Net Income					360		458		1,531		1,512
Net Income Attributable to Noncontrolling Interests					1		4		5		17
Net Income Attributable to PPL Shareowners				$	359	$	454	$	1,526	$	1,495
Amounts Attributable to PPL Shareowners
	Income from Continuing Operations After Income Taxes			$	359	$	454	$	1,532	$	1,493
	Income (Loss) from Discontinued Operations (net of income taxes)								(6)		2
	Net Income			$	359	$	454	$	1,526	$	1,495
Earnings Per Share of Common Stock - Basic
	Net Income Available to PPL Common Shareowners			$	0.61	$	0.78	$	2.61	$	2.71
Earnings Per Share of Common Stock - Diluted (c)
	Earnings from Ongoing Operations			$	0.49	$	0.71	$	2.42	$	2.73
	Special Items				0.11		0.07		0.18		(0.03)
	Net Income Available to PPL Common Shareowners			$	0.60	$	0.78	$	2.60	$	2.70
Weighted-Average Shares of Common Stock Outstanding
	(in thousands)
	Basic				581,492		578,153		580,276		550,395
	Diluted				583,644		579,347		581,626		550,952

(a)	The results of operations for 2012 are not comparable with 2011 due to the acquisition of WPD Midlands.  WPD Midlands' results are consolidated on a one- month lag, and includes eight months of results in 2011, as the date of the acquisition was April 1, 2011.
(b)	Includes activity from energy-related contracts to hedge future cash flows that are 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)
				2012		2011 (a)		2010 (a)
Cash Flows from Operating Activities
	Net income			$	1,531	$	1,512	$	959
	Adjustments to reconcile net income to net cash provided by operating activities
		Depreciation			1,100		961		567
		Amortization			186		254		213
		Defined benefit plans - expense			166		205		102
		Deferred income taxes and investment tax credits			441		582		241
		Impairment of assets			28		13		120
		Unrealized (gains) losses on derivatives, and other hedging activities			27		(314)		542
		Provision for Montana hydroelectric litigation					(74)		66
	Change in current assets and current liabilities
		Prepayments			(5)		294		(318)
		Counterparty collateral			(34)		(190)		(18)
		Other			(26)		56		(20)
	Other operating activities
		Defined benefit plans - funding			(607)		(667)		(396)
		Other operating activities			(91)		(125)		(25)
			Net cash provided by operating activities		2,716		2,507		2,033
Cash Flows from Investing Activities
	Expenditures for property, plant and equipment				(3,057)		(2,487)		(1,597)
	Proceeds from the sale of certain non-core generation facilities						381
	Proceeds from the sale of the Long Island generation business								124
	Proceeds from the sale of the Maine hydroelectric generation business								38
	Ironwood Acquisition, net of cash acquired				(84)
	Acquisition of WPD Midlands						(5,763)
	Acquisition of LKE, net of cash acquired								(6,812)
	Purchases of nuclear plant decommissioning trust investments				(154)		(169)		(128)
	Proceeds from the sale of nuclear plant decommissioning trust investments				139		156		114
	Proceeds from the sale of other investments				20		163
	Net (increase) decrease in restricted cash and cash equivalents				96		(143)		85
	Other investing activities				(35)		(90)		(53)
			Net cash used in investing activities		(3,075)		(7,952)		(8,229)
Cash Flows from Financing Activities
	Issuance of long-term debt				1,223		5,745		4,642
	Retirement of long-term debt				(108)		(1,210)		(20)
	Issuance of common stock				72		2,297		2,441
	Payment of common stock dividends				(833)		(746)		(566)
	Redemption of preference stock of a subsidiary				(250)				(54)
	Debt issuance and credit facility costs				(17)		(102)		(175)
	Contract adjustment payments on Equity Units				(94)		(72)		(13)
	Net increase (decrease) in short-term debt				74		(125)		70
	Other financing activities				(19)		(20)		(18)
			Net cash provided by financing activities		48		5,767		6,307
Effect of Exchange Rates on Cash and Cash Equivalents					10		(45)		13
Net Increase (Decrease) in Cash and Cash Equivalents					(301)		277		124
Cash and Cash Equivalents at Beginning of Period					1,202		925		801
Cash and Cash Equivalents at End of Period				$	901	$	1,202	$	925

(a) LKE's cash flows are consolidated for two months in 2010, as the date of acquisition was November 1, 2010.  WPD Midlands' cash flows are consolidated on a one-month lag, and includes eight months of results in 2011, as the date of acquisition was April 1, 2011.

Key Indicators (Unaudited)
							12 Months Ended
							December 31,
Financial							2012	2011
Dividends declared per share							$ 1.44	$ 1.40
Book value per share (a)							$ 18.01	$ 18.72
Market price per share (a)							$ 28.63	$ 29.42
Dividend yield (a)							5.0%	4.8%
Dividend payout ratio (b)							55%	52%
Dividend payout ratio - earnings from ongoing operations (c)							60%	51%
Price/earnings ratio (a)(b)							11.0	10.9
Price/earnings ratio - earnings from ongoing operations (a)(c)							11.8	10.8
Return on average common equity							13.76%	14.93%
Return on average common equity - earnings from ongoing operations (c)							12.78%	15.08%
(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 December 31,			12 Months Ended December 31,
					Percent			Percent
(GWh)			2012	2011	Change	2012	2011	Change
Domestic Retail Delivered
	PPL Electric Utilities (a)		8,917	8,854	0.7%	36,023	36,908	(2.4%)
	LKE		7,215	7,119	1.3%	30,908	30,898	0.0%
		Total	16,132	15,973	1.0%	66,931	67,806	(1.3%)
Domestic Retail Supplied (b)
	PPL EnergyPlus		2,938	2,537	15.8%	11,471	9,249	24.0%
	LKE		7,215	7,119	1.3%	30,908	30,898	0.0%
		Total	10,153	9,656	5.1%	42,379	40,147	5.6%
International Delivered
	United Kingdom (c)		19,518	19,487	0.2%	77,467	58,245	33.0%
Domestic Wholesale Supplied
	PPL EnergyPlus - East		10,405	13,427	(22.5%)	46,585	51,804	(10.1%)
	PPL EnergyPlus - West		2,173	2,465	(11.8%)	7,413	10,327	(28.2%)
	LKE (d)		595	1,039	(42.7%)	2,304	3,550	(35.1%)
		Total	13,173	16,931	(22.2%)	56,302	65,681	(14.3%)

(a)	Prior period volumes were restated to include unbilled volumes.
(b)	Represents GWh supplied by PPL EnergyPlus to PPL Electric Utilities as PLR, and to other retail customers in Pennsylvania, New Jersey, Montana, Delaware and Maryland.  Also includes GWh supplied by LKE to retail customers in Kentucky, Virginia and Tennessee.
(c)	The WPD Midlands acquisition occurred April 1, 2011 and sales volumes are reported on a one-month lag.  The twelve months ended December 31, 2012 and 2011 include 51,603 GWh and 31,900 GWh delivered by WPD Midlands.
(d)	Represents FERC-regulated municipal and unregulated off-system sales.

Reconciliation of Segment Earnings from Ongoing Operations to Reported Earnings
(After Tax)
(Unaudited)
4th Quarter 2012		(millions of dollars)
		Kentucky		U.K.		Pennsylvania
		Regulated		Regulated		Regulated		Supply		Total
Earnings from Ongoing Operations		$	44	$	172	$	37	$	39	$	292
Special Items:
Adjusted energy-related economic activity, net									15		15
Foreign currency-related economic hedges					(5)						(5)
Impairments:
	Other asset impairments		(15)						(1)		(16)
Acquisition-related adjustments:
	WPD Midlands
	Separation benefits				(2)						(2)
Other:
	Change in U.K. tax rate				1						1
	Line loss adjustment				74						74
Total Special Items			(15)		68				14		67
Reported Earnings		$	29	$	240	$	37	$	53	$	359
		(per share - diluted)
		Kentucky		U.K.		Pennsylvania
		Regulated		Regulated		Regulated		Supply		Total
Earnings from Ongoing Operations		$	0.08	$	0.29	$	0.05	$	0.07	$	0.49
Special Items:
Adjusted energy-related economic activity, net									0.02		0.02
Foreign currency-related economic hedges					(0.01)						(0.01)
Impairments:
	Other asset impairments		(0.03)								(0.03)
Other:
	Line loss adjustment				0.13						0.13
Total Special Items			(0.03)		0.12				0.02		0.11
Reported Earnings		$	0.05	$	0.41	$	0.05	$	0.09	$	0.60

Reconciliation of Segment Earnings from Ongoing Operations to Reported Earnings
(After Tax)
(Unaudited)
Year-to-Date December 31, 2012		(millions of dollars)
		Kentucky		U.K.		Pennsylvania
		Regulated		Regulated (a)		Regulated		Supply		Total
Earnings from Ongoing Operations		$	193	$	696	$	132	$	396	$	1,417
Special Items:
Adjusted energy-related economic activity, net									38		38
Foreign currency-related economic hedges					(33)						(33)
Impairments:
	Adjustments - nuclear decommissioning trust investments								2		2
	Other asset impairments		(15)						(1)		(16)
Acquisition-related adjustments:
	WPD Midlands
	Separation benefits				(11)						(11)
	Other acquisition-related adjustments				2						2
	LKE
	Net operating loss carryforward and other tax-related adjustments		4								4
Other:
	LKE discontinued operations		(5)								(5)
	Change in U.K. tax rate				75						75
	Counterparty bankruptcy								(6)		(6)
	Wholesale supply cost reimbursement								1		1
	Ash basin leak remediation adjustment								1		1
	Coal contract modification payments								(17)		(17)
	Line loss adjustment				74						74
Total Special Items			(16)		107				18		109
Reported Earnings		$	177	$	803	$	132	$	414	$	1,526
		(per share - diluted)
		Kentucky		U.K.		Pennsylvania
		Regulated		Regulated (a)		Regulated		Supply		Total
Earnings from Ongoing Operations		$	0.33	$	1.19	$	0.22	$	0.68	$	2.42
Special Items:
Adjusted energy-related economic activity, net									0.07		0.07
Foreign currency-related economic hedges					(0.06)						(0.06)
Impairments:
	Other asset impairments		(0.03)								(0.03)
Acquisition-related adjustments:
	WPD Midlands
	Separation benefits				(0.02)						(0.02)
	LKE
	Net operating loss carryforward and other tax-related adjustments		0.01								0.01
Other:
	LKE discontinued operations		(0.01)								(0.01)
	Change in U.K. tax rate				0.13						0.13
	Counterparty bankruptcy								(0.01)		(0.01)
	Coal contract modification payments								(0.03)		(0.03)
	Line loss adjustment				0.13						0.13
Total Special Items			(0.03)		0.18				0.03		0.18
Reported Earnings		$	0.30	$	1.37	$	0.22	$	0.71	$	2.60
(a)	The results of operations for 2012 are not comparable with 2011 due to the acquisition of WPD Midlands.  WPD Midlands' results are consolidated on a one-month lag, and include eight months of results in 2011, as the date of acquisition was April 1, 2011.

Reconciliation of Segment Earnings from Ongoing Operations to Reported Earnings
(After Tax)
(Unaudited)
4th Quarter 2011		(millions of dollars)
		Kentucky		U.K.		Pennsylvania
		Regulated		Regulated		Regulated		Supply		Total
Earnings from Ongoing Operations		$	36	$	164	$	58	$	152	$	410
Special Items:
Adjusted energy-related economic activity, net									69		69
Foreign currency-related economic hedges					(3)						(3)
Acquisition-related adjustments:
	WPD Midlands
	Separation benefits				(7)						(7)
	Other acquisition-related costs				(21)						(21)
Other:
	Montana hydroelectric litigation								47		47
	Windfall profits tax litigation				(39)						(39)
	Counterparty bankruptcy								(6)		(6)
	Wholesale supply cost reimbursement								4		4
Total Special Items					(70)				114		44
Reported Earnings		$	36	$	94	$	58	$	266	$	454
		(per share - diluted)
		Kentucky		U.K.		Pennsylvania
		Regulated		Regulated		Regulated		Supply		Total
Earnings from Ongoing Operations		$	0.06	$	0.28	$	0.10	$	0.27	$	0.71
Special Items:
Adjusted energy-related economic activity, net									0.11		0.11
Acquistion-related adjustments:
	WPD Midlands
	Separation benefits				(0.01)						(0.01)
	Other acquisition-related costs				(0.04)						(0.04)
Other:
	Montana hydroelectric litigation								0.08		0.08
	Windfall profits tax litigation				(0.07)						(0.07)
	Counterparty bankruptcy								(0.01)		(0.01)
	Wholesale supply cost reimbursement								0.01		0.01
Total Special Items					(0.12)				0.19		0.07
Reported Earnings		$	0.06	$	0.16	$	0.10	$	0.46	$	0.78

Reconciliation of Segment Earnings from Ongoing Operations to Reported Earnings
(After Tax)
(Unaudited)
Year-to-Date December 31, 2011		(millions of dollars)
		Kentucky		U.K.		Pennsylvania
		Regulated		Regulated (a)		Regulated		Supply		Total
Earnings from Ongoing Operations		$	220	$	482	$	173	$	634	$	1,509
Special Items:
Adjusted energy-related economic activity, net			1						72		73
Foreign currency-related economic hedges					5						5
Impairments:
	Emission allowances								(1)		(1)
	Renewable energy credits								(3)		(3)
Acquisition-related adjustments:
	WPD Midlands
	2011 Bridge Facility costs				(30)						(30)
	Foreign currency loss on 2011 Bridge Facility				(38)						(38)
	Net hedge gains				38						38
	Hedge ineffectiveness				(9)						(9)
	U.K. stamp duty tax				(21)						(21)
	Separation benefits				(75)						(75)
	Other acquisition-related costs				(57)						(57)
	LKE
	Sale of certain non-core generation facilities								(2)		(2)
Other:
	Montana hydroelectric litigation								45		45
	Litigation settlement - spent nuclear fuel storage								33		33
	Change in U.K. tax rate				69						69
	Windfall profits tax litigation				(39)						(39)
	Counterparty bankruptcy								(6)		(6)
	Wholesale supply cost reimbursement								4		4
Total Special Items			1		(157)				142		(14)
Reported Earnings		$	221	$	325	$	173	$	776	$	1,495
		(per share - diluted)
		Kentucky		U.K.		Pennsylvania
		Regulated		Regulated (a)		Regulated		Supply		Total
Earnings from Ongoing Operations		$	0.40	$	0.87	$	0.31	$	1.15	$	2.73
Special Items:
Adjusted energy-related economic activity, net									0.12		0.12
Foreign currency-related economic hedges					0.01						0.01
Impairments:
	Renewable energy credits								(0.01)		(0.01)
Acquisition-related adjustments:
	WPD Midlands
	2011 Bridge Facility costs				(0.05)						(0.05)
	Foreign currency loss on 2011 Bridge Facility				(0.07)						(0.07)
	Net hedge gains				0.07						0.07
	Hedge ineffectiveness				(0.02)						(0.02)
	U.K. stamp duty tax				(0.04)						(0.04)
	Separation benefits				(0.13)						(0.13)
	Other acquisition-related costs				(0.10)						(0.10)
Other:
	Montana hydroelectric litigation								0.08		0.08
	Litigation settlement - spent nuclear fuel storage								0.06		0.06
	Change in U.K. tax rate				0.12						0.12
	Windfall profits tax litigation				(0.07)						(0.07)
	Counterparty bankruptcy								(0.01)		(0.01)
	Wholesale supply cost reimbursement								0.01		0.01
Total Special Items					(0.28)				0.25		(0.03)
Reported Earnings		$	0.40	$	0.59	$	0.31	$	1.40	$	2.70
(a)	The results of operations for 2012 are not comparable with 2011 due to the acquisition of WPD Midlands.  WPD Midlands' results are consolidated on a one-month lag, and include eight months of results in 2011, as the date of the acquisition was April 1, 2011.

EX-99.2

Exhibit 99.2

4th Quarter Earnings Call

PPL Corporation
February 14, 2013

© PPL Corporation 2013

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 2013

3

2012 Earnings Results, Operational Overview and
2013 Earnings Forecast

Segment Results and Financial Overview

Q&A

W. H. Spence

P. A. Farr

Agenda

© PPL Corporation 2013

4

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

Strong Earnings Results

© PPL Corporation 2013

5

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

2013 Earnings Forecast

Segment	2012A (Ongoing)	2013E Midpoint
Kentucky Regulated	$0.33	$0.47
U.K. Regulated	1.19	1.25
PA Regulated	0.22	0.29
Supply	0.68	0.40
Corporate and Other		(0.04)
Total	$2.42	$2.37

$2.42

$2.50

$2.25

© PPL Corporation 2013

6

•LG&E and KU rate case

–Awarded 10.25% ROE for both base rates and ECR mechanism

•Delivered on Midlands integration

–Operational performance exceeded expectations

•PPL Electric Utilities rate case

–Awarded 10.4% ROE for both base rates and DSIC mechanism

•Identified causes of Susquehanna turbine blade cracking

–Plans in place for long-term solution

–Margin impact reduced through effective portfolio management

2012 Operational Overview

© PPL Corporation 2013

7

•Implement planned long-term solution to address
Susquehanna turbine blade cracking

–Restore operational performance to historical levels

•RIIO-ED1 Fast-Track

–Acceleration of price control review for DNOs with well-justified business plans

–Fast-track settlement concludes up to nine months ahead of the standard
timetable

•Establish DSIC mechanism for PPL Electric Utilities

–Accelerates recovery of ~$700 million in distribution capex related to system
reliability improvements over 5 years

–Expected to take effect May 1, 2013

•Improve earned ROEs at regulated utilities

2013 Objectives

© PPL Corporation 2013

2012

2011

Change

Kentucky Regulated

$0.33

$0.40

($0.07)

U.K. Regulated

1.19

0.87

0.32

Pennsylvania Regulated

0.22

0.31

(0.09)

Supply

0.68

1.15

(0.47)

Total

$2.42

$2.73

($0.31)

8

Q4 2012

Q4 2011

Change

Kentucky Regulated

$0.08

$0.06

$0.02

U.K. Regulated

0.29

0.28

0.01

Pennsylvania Regulated

0.05

0.10

(0.05)

Supply

0.07

0.27

(0.20)

Total

$0.49

$0.71

($0.22)

Ongoing Earnings Overview

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

© PPL Corporation 2013

9

	Year-to-Date
2011 EPS - Ongoing Earnings		$0.40
Gross margins	(0.01)
O&M	(0.01)
Depreciation	(0.01)
Income taxes and other	(0.02)
Dilution	(0.02)
Total		(0.07)
2012 EPS - Ongoing Earnings		$0.33

Kentucky Regulated Segment
Earnings Drivers

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

© PPL Corporation 2013

10

	Year-to-Date
2011 EPS - Ongoing Earnings		$0.87
4 additional months of Midlands(1)	0.30
Utility revenue	0.21
Depreciation	(0.03)
Income taxes and other	(0.06)
Effect of exchange rates	(0.03)
Dilution	(0.07)
Total		0.32
2012 EPS - Ongoing Earnings		$1.19

U.K. Regulated Segment
Earnings Drivers

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

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

© PPL Corporation 2013

11

	Year-to-Date
2011 EPS - Ongoing Earnings		$0.31
Gross delivery margins	0.02
O&M	(0.05)
Depreciation	(0.02)
Income taxes and other	(0.03)
Dilution	(0.01)
Total		(0.09)
2012 EPS - Ongoing Earnings		$0.22

Pennsylvania Regulated Segment
Earnings Drivers

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

© PPL Corporation 2013

12

	Year-to-Date
2011 EPS - Ongoing Earnings		$1.15
East energy margins	(0.16)
West energy margins	(0.05)
O&M	(0.10)
Depreciation	(0.06)
Income taxes and other	(0.06)
Dilution	(0.04)
Total		(0.47)
2012 EPS - Ongoing Earnings		$0.68

Supply Segment Earnings Drivers

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

© PPL Corporation 2013

13

2012A to 2013E Earnings Walk

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

(1)Earnings from ongoing operations.

(1)

Margins:       $0.20

O&M:($0.04)

Revenue:$0.22

O&M:($0.07)

Depr.:($0.05)

Other:$0.02

Margins:$0.10

Depr.:($0.02)

Margins:($0.17)

O&M:($0.05)

Depr.:($0.02)

Other:($0.02)

KY Reg:($0.02)

U.K. Reg: ($0.06)

PA Reg:($0.01)

Supply:($0.02)

© PPL Corporation 2013

14

U.K. Regulated Segment

Modeling Parameters - Ongoing Earnings

Notes:See Appendix for the reconciliation of 2012 earnings from ongoing operations to reported earnings.

(1)Modeling parameters for 2013 and 2014 only. Modeling 2015 and beyond will be dependent on final RIIO-ED1 proposals.

(2)Assumes exchange rate of $1.58/GBP.

(3)Mid-point of 2013 earnings forecast.

($ in millions)

(3)

(1)

(2)

EEI Bkg_inside2 © PPL Corporation 2012  14   2012A 2013E and 2014E  Utility Energy-related Business $2,192 47 Utility Revenues increase by 3.5% plus inflation (U.K. RPI) plus incentives Energy-related Business revenues are flat–O&M Expense 416 O&M expense increases by 7.5% plus inflation in 2013 and at inflation in 2014–Pension Expense23Pension expense is about £20 million for both 2013 and 2014–Depreciation Expense 279 Depreciation expense increases at about 11% per annum– Real Estate Taxes Energy-related Business Expense 147 34 Real Estate Taxes and Energy-related Business expense are flat–Interest Expense421Interest Expense relatively flat except £380 million of index-linked debt increases  at inflation and £400 million new debt issuance in Fall 2013; debt associated with  2011 Equity Units to be remarketed at prevailing rates in Q2 2014–Income Taxes 223 Effective tax rate about 22% per annum -2012 Ongoing Earnings $696  2013 Estimated Ongoing Earnings = $770 2014 Estimated Ongoing Earnings = $825 - $875 Income Taxes U.K. Regulated  Segment  Ongoing Earnings Revenues Operation and  Maintenance(excluding pension)  Pension Expense  Depreciation Expense Real Estate Taxes  plus Energy-related  Business Expense  Interest Expense1  U.K. Regulated Segment   Modeling Parameters – Ongoing Earnings   Notes: See Appendix for the reconciliation of 2012 earnings from ongoing operations to reported earnings.  (1) Modeling parameters for 2013 and 2014 only. Modeling 2015 and beyond will be dependent on final RIIO-ED1 proposals.  (2) Assumes exchange rate of $1.58/GBP.  (3) Mid-point of 2013 earnings forecast.  ($ in millions)   (3)  (1)   (2)

© PPL Corporation 2013

15

Free Cash Flow before
Dividends

(Millions of Dollars)

Note:Free Cash Flow forecast updated on an annual basis.

Reconciliation of Cash from
Operations to Free Cash Flow
before Dividends

(Millions of dollars)

Free Cash Flow before Dividends

Free Cash Flow before Dividends   Reconciliation of Cash from Free Cash Flow before Operations to Free Cash Flow Dividends before Dividends  (Millions of Dollars) (Millions of dollars)  $314 ($456) ($1,774) ($2,000) ($1,500) ($1,000) ($500) $0 $500 $1,000 $1,500 $2,000 2011A 2012A 2013E  Cash from Operations $ 2,507 $ 2,716 $ 2,563  Increase ( Decrease) in cash due to: Capital Expenditures (2,555) (3,105) (4,464) Sale of Assets 381 Other Investing Activities - Net ( 19) (67) 127  Free Cash Flow before Dividends $ 314 $ (456) $ (1,774)  2011 2012 2013  (1) Actual Actual Forecast  Note: Free Cash Flow forecast updated on an annual basis.  © PPL Corporation 2012 15

© PPL Corporation 2013

16

A significant rate-regulated business mix provides strong support for
current dividend and a platform for future growth

(1)Based on mid-point of forecast.Annualized dividend based on 2/14/2013 announced increase. Actual dividends to be determined by Board of Directors.

(2)From only regulated segments.

$/Share

Annualized

(2)

(1)

Dividend Profile

2.1%

Dividend

Increase

© PPL Corporation 2013

17

Appendix

© PPL Corporation 2013

18

P

U.K. Electricity Distribution Price Control
Review Schedule

RIIO-ED1 Timetable
Provisional Timing	Milestone
September 2012	Publication of Strategy Consultation
February 2013	Publication of Strategy Decision
July 2013	DNOs submit business plans
October 2013	Initial Assessment and publication of Fast-Track Proposals
February 2014	Publication of Fast-Track Decision
March 2014	Business plan resubmitted (non-fast-track)
July 2014	Publication of Initial Proposals Consultation for non-fast-tracked companies
November 2014	Publication of Final Proposals for non-fast-tracked companies
December 2014	Issue statutory consultation on new license conditions
April 1, 2015	New price control period commences

Source:Ofgem Strategy Consultation for RIIO-ED1, September 2012

Completed

P

© PPL Corporation 2013

19

(1)Represents a non-GAAP financial measure.

(2)Represents net income attributable to PPL Shareowners.

U.K. Regulated Segment Modeling:

Reconciliation of 2012 Earnings

($ in millions)

(2)

(1)

(1)

(1)

(1)

(1)

(1)

U. K. Regulated Segment Modeling: Reconciliation of 2012 Earnings ($ in millions)  Ongoing Special Reported  Earnings Items Earnings  Utility revenues $ 2,192 (1) $ 97 $ 2,289  Energy-related businesses 47 47  Total operating revenues 2,239 (1) 97 2,336  Other operation and maintenance 439 439  Depreciation 279 279  Taxes, other than income 147 147  Energy- related businesses 34 34  Total operating expenses 899 - 899  Other Income (Expense) - net - (1) (51) (51)  Interest Expense 421 421  Income Taxes 223 (1) (70) 153  WPD Midlands acquisition-related adjustments, net of tax - (1) (9) (9)  $ 696 (1) $ 107 $ 803 (2)  (1) Represents a non-GAAP financial measure. (2) Represents net income attributable to PPL Shareowners. © PPL Corporation 2012 19

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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

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Enhancing Value Through Active Hedging

Capacity revenues are expected to be $590 million and $560 million for 2013 and 2014, respectively.

As of December 31, 2012

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

(2) The 2014 ranges of average energy prices for existing hedges were estimated by determining the impact on the existing collars resulting from2014 power prices at
the 5th and 95th percentile confidence levels.

Enhancing Value Through Active Hedging   2013 2014 Baseload Expected Generation(1) (Million MWhs) 51.4 50.4 East 43.0 41.8 West 8.4 8.6 Current Hedges (%) 94-98% 58-62% East 99-101% 61-65% West 76-80% 47-51% Average Hedged Price (Energy Only) ($/ MWh) (2) East $47-48 $40-42 West $44-46 $44-46 Current Coal Hedges (%) 100% 77% East 100% 67% West 100% 100% Average Hedged Consumed Coal Price (Delivered $/Ton) East $79-81 $78-83 West $24-29 $25-31 Intermediate/Peaking Expected Generation(1) (Million MWhs) 8.5 8.4 Current Hedges (%) 14% 0%  Capacity revenues are expected to be $590 million and $560 million for 2013 and 2014, respectively.  As of December 31, 2012  (1) Represents expected sales of Supply segment based on current business plan assumptions. (2) The 2014 ranges of average energy prices for existing hedges were estimated by determining the impact on the existing collars resulting from 2014 power prices at the 5th and 95th percentile confidence levels. © PPL Corporation 2012 21

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(1)	24-hour average.
(2)	NYMEX and TZ6NNY forward gas prices on 12/31/2012.
(3)	Market Heat Rate = PJM on-peak power price divided by TZ6NNY gas price.

Market Prices

Market Prices   © PPL Corporation 2012 22 2013 2014 $44 $45 $31 $32 $37 $38 $30 $36 $21 $27 $26 $32 $3.54 $4.03 $3.83 $4.22 11.4 10.7 $187.49 $173.85 88% 89% PJM On-Peak Off-Peak (Per M W D) EQA HEAT RAT E(3) TZ6NNY PJM MARKET CAPACITY PRICES AT C(1) NYMEX GAS(2) Mid-Columbia On-Peak Off-Peak AT C(1) ELECTRIC (1) 24-hour average. (2) NYMEX and TZ6NNY forward gas prices on 12/31/2012. (3) Market Heat Rate = PJM on-peak power price divided by TZ6NNY gas price.

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($ in billions)

Note:Corporate and Other capital expenditures average approximately $50 million per year.

(1)Figures based on assumed exchange rate of $1.58 / GBP.

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

(1)

(2)

$4.4

$3.7

$3.4

$3.4

Operating Segment Capital Expenditures

Lower capital expenditures provide additional financial flexibility

$3.3

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($ 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)Figures based on assumed exchange rate of $1.58 / GBP.

$18.8

$21.0

$22.7

$24.5

(2)

2013E - 2017E Regulatory Asset Base(1) CAGR:7.7%

$25.8

Projected Regulated Rate Base Growth

$27.2

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Note:As of December 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)Includes $300 million of 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   (Millions)  2013 2014 2015 2016 2017  $0 (1) (2)  PPL Capital Funding $0 $0 $ 0 $0 LG&E and KU Energy (Holding Co LKE) 0 0 400 0 0 Louisville Gas & Electric 0 0 250 0 0 Kentucky Utilities 0 0 250 0 0  (3) PPL Electric Utilities 0 10 100 0 0 317 (4)  PPL Energy Supply 751 318 368 18 WPD 0 0 0 460 100  Total $751 $328 $1,317 $828 $118   © PPL Corporation 2012 25

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Note:As of December 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 13% of the total committed capacity for WPD’s facilities.

Liquidity Profile

Liquidity Profile   Institution Facility Expiration Date Total Facility (Millions) Letters of Credit Outstanding & Commercial Paper Backstop (Millions) Drawn (Millions) Availability (Millions) PPL Energy Supply Syndicated Credit Facility Letter of Credit Facility Uncommitted Letter of Credit Facilities Nov-2017 Mar-2013 $ 3,000 200 200 $ 3,400 $499 132 40 $671 $0 0 0 $0 $2,501 68 160 $2,729 PPL Electric Utilities Syndicated Credit Facility Asset-backed Credit Facility Oct-2017 Sep-2013 $ 300 100 $ 400 $1 0 $1 $0 0 $0 $299 100 $399 Louisville Gas & Electric Syndicated Credit Facility Nov-2017 $ 500 $ 55 $ 0 $445 Kentucky Utilities Syndicated Credit Facility Letter of Credit Facility Nov-2017 Apr-2014 $ 400 198 $ 598 $ 70 198 $268 $ 0 0 $0 $330 0 $330 WPD PPL WW Syndicated Credit Facility WPD (South West) Syndicated Credit Facility WPD (East Midlands) Syndicated Credit Facility WPD (West Midlands) Syndicated Credit Facility Uncommitted Credit Facilities Dec-2016 Jan-2017 Apr-2016 Apr-2016 £ 210 245 300 300 84 £ 1,139 £0 0 0 0 4 £4 £105 0 0 0 0 £105 £105 245 300 300 80 £1,030   © PPL Corporation 2012 26

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Estimated Shares Outstanding

(1)Projected average common shares outstanding include the issuance of common stock to satisfy the 2012 forward equity sale, the DRIP and compensation-related stock

requirements and the conversion of the PPL Capital Funding equity units in 2013 and 2014.

Average Common Shares Outstanding(1)

(in millions)

For the year ended:

December 31, 2013	615
December 31, 2014	670
December 31, 2015	680

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Reconciliation of Fourth Quarter Earnings from
Ongoing Operations to Reported Earnings

Reconciliation of Fourth Quarter Earnings from Ongoing Operations to Reported Earnings   Other asset impairments Acquisition-related adjustments: WPD Midlands Separation benefits Change in U. K. tax rate Line loss adjustment Total Special Items Reported Earnings* Foreign currency-related economic hedges Other: Impairments: Special Items: Adjusted energy-related economic activity, net Earnings from Ongoing Operations Quarter Ending December 31, 2012 (Millions of Dollars, After-Tax) $ 44 (15) (15) $ 29 Regulated Kentucky $ $ 172 (5) (2) 1 74 68 240 Regulated U. K. $ 37 $ 37 Regulated Pennsylvania $ $ 39 15 (1) 14 53 Supply $ $ 292 15 (5) (16) (2) 1 74 67 359 Total Acquisition-related adjustments: WPD Midlands Separation benefits Other acquisition-related costs Montana hydroelectric litigation Windfall profits tax litigation Counterparty bankruptcy Wholesale supply cost reimbursement Total Special Items Other: Reported Earnings* Adjusted energy-related economic activity, net Foreign currency-related economic hedges Earnings from Ongoing Operations Special Items: Quarter Ending December 31, 2011 Kentucky Regulated $ 36 $ 36 $ $ 164 (3) (7) (21) (39) (70) 94 Regulated U. K. $ 58 $ 58 Regulated Pennsylvania $ $ 152 69 47 (6) 4 114 266 Supply $ $ 410 69 (3) (7) (21) 47 (39) (6) 4 44 454 Total * Represents net income attributable to PPL Shareowners  © PPL Corporation 2012 28

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Reconciliation of Fourth Quarter Earnings from
Ongoing Operations to Reported Earnings

Reconciliation of Fourth Quarter Earnings from Ongoing Operations to Reported Earnings   (Per Share - Diluted) Kentucky U. K. Pennsylvania Quarter Ending December 31, 2012 Regulated Regulated Regulated Supply Total Earnings from Ongoing Operations $ 0.08 $ 0.29 $ 0.05 $ 0.07 $ 0.49 Special Items: Adjusted energy-related economic activity, net 0.02 0.02 Foreign currency-related economic hedges (0.01) (0.01) Impairments: Other asset impairments (0.03) (0.03) Other: Line loss adjustment 0.13 0.13 Total Special Items (0.03) 0.12 0.02 0.11 Reported Earnings $ 0.05 $ 0.41 $ 0.05 $ 0.09 $ 0.60 Kentucky U. K. Pennsylvania Quarter Ending December 31, 2011 Regulated Regulated Regulated Supply Total Earnings from Ongoing Operations $ 0.06 $ 0.28 $ 0.10 $ 0.27 $ 0.71 Special Items: Adjusted energy-related economic activity, net 0.11 0.11 Acquisition-related adjustments: WPD Midlands Separation benefits (0.01) (0.01) Other acquisition-related costs (0.04) (0.04) Other: Montana hydroelectric litigation 0.08 0.08 Windfall profits tax litigation (0.07) (0.07) Counterparty bankruptcy (0.01) (0.01) Wholesale supply cost reimbursement 0.01 0.01 Total Special Items (0.12) 0.19 0.07 Reported Earnings $ 0.06 $ 0.16 $ 0.10 $ 0.46 $ 0.78  © PPL Corporation 2012 29

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Reconciliation of Year-to-Date Earnings from
Ongoing Operations to Reported Earnings

Reconciliation of Year-to-Date Earnings from Ongoing  Operations to Reported Earnings   Year-to-date December 31, 2012 (Millions of Dollars, After-Tax) Regulated Kentucky Regulated U. K. Regulated Pennsylvania Supply Total Special Items: Earnings from Ongoing Operations $ 193 $ 696 $ 132 $ 396 $ 1,417 Adjusted energy-related economic activity, net 38 38 Foreign currency-related economic hedges (33) (33) Impairments: Adjustments - nuclear decommissioning trust investments 2 2 Other asset impairments (15) (1) (16) Acquisition-related adjustments: W PD Midlands Separation benefits (11) (11) Other acquisition- related adjustments 2 2 LKE Net operating loss carryforward and other tax-related adjustments Other: 4 4 LKE discontinued operations (5) (5) Change in U.K. tax rate 75 75 Counterparty bankruptcy (6) (6) Wholesale supply cost reimbursement 1 1 Ash basin leak remediation adjustment 1 1 Coal contract modification payments (17) (17) Line loss adjustment Total Special Items (16) 74 107 18 74 109 Reported Earnings* $ 177 $ 803 $ 132 $ 414 $ 1,526  Year-to- date December 31, 2011  Earnings from Ongoing Operations  Special Items: Adjusted energy-related economic activity, net Foreign currency-related economic hedges Impairments:  Emission allowances Renewable energy credits  Acquisition- related adjustments: W PD 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 adjustments LKE Sale of certain non-core generation facilities Other: Montana hydroelectric litigation 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*  Kentucky Regulated $ 220  1  1  $ 221  U. K. Regulated $ 482 5  (30) (38) 38 (9) (21) (75) (57) 69  (39) (157) $ 325 Pennsylvania Regulated $ 173  $ 173  Supply $ 634  72  (1) (3) (2) 45 33  (6) 4 142  $ 776  Total  $ 1,509  73 5  (1) (3) (30) (38) 38 (9) (21) (75) (57) (2) 45 33 69  (39) (6) 4 (14) $ 1,495 * Represents net income attributable to PPL Shareowners © PPL Corporation 2012 30

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Reconciliation of Year-to-Date Earnings from
Ongoing Operations to Reported Earnings

Reconciliation of Year-to-Date Earnings from Ongoing Operations to Reported Earnings Reconciliation of Year-to-Date Earnings from Ongoing Operations to Reported Earnings (Per Share - Diluted) Kentucky U. K. Pennsylvania Year-to- date December 31, 2012 Regulated Regulated Regulated Supply Total Special Items: Earnings from Ongoing Operations $ 0.33 $ 1.19 $ 0.22 $ 0.68 $ 2.42 Adjusted energy-related economic activity, net 0.07 0.07 Foreign currency-related economic hedges (0.06) (0.06) Impairments: Other asset impairments (0.03) (0.03) Acquisition-related adjustments: WPD Midlands Separation benefits (0.02) (0.02) LKE Net operating loss carryforward and other tax-related adjustments 0.01 0.01 Other: LKE discontinued operations (0.01) (0.01) Change in U.K. tax rate 0.13 0.13 Counterparty bankruptcy (0.01) (0.01) Coal contract modification payments (0.03) (0.03) Line loss adjustment 0.13 0.13 Total Special Items (0.03) 0.18 0.03 0.18 Reported Earnings $ 0.30 $ 1.37 $ 0.22 $ 0.71 $ 2.60 Kentucky U. K. Pennsylvania Year-to- date December 31, 2011 Regulated Regulated Regulated Supply Total  Special Items: Earnings from Ongoing Operations $ 0.40 $ 0.87 $ 0.31 $ 1.15 $ 2.73 Adjusted energy-related economic activity, net 0.12 0.12 Foreign currency-related economic hedges 0.01 0.01 Impairments: Renewable energy credits (0.01) (0.01) Acquisition-related adjustments: WPD Midlands 2011 Bridge Facility costs (0.05) (0.05) Foreign currency loss on 2011 Bridge Facility (0.07) (0.07) Net hedge gains 0.07 0.07 Hedge ineffectiveness (0.02) (0.02) U. K. stamp duty tax (0.04) (0.04) Separation benefits (0.13) (0.13) Other acquisition- related adjustments (0.10) (0.10) Other: Montana hydroelectric litigation 0.08 0.08 Litigation settlement-spent nuclear fuel storage 0.06 0.06 Change in U.K. tax rate 0.12 0.12 Windfall profits tax litigation (0.07) (0.07) Counterparty bankruptcy (0.01) (0.01) Wholesale supply cost reimbursement 0.01 0.01 Total Special Items (0.28) 0.25 (0.03) Reported Earnings $ 0.40 $ 0.59 $ 0.31 $ 1.40 $ 2.70  © PPL Corporation 2012 31

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

Reconciliation of PPL’s Earnings from Ongoing  Operations to Reported Earnings   (Per Share - Diluted) Forecast Actual High 2013 Low 2013 2012 2011 2010 Earnings from Ongoing Operations Special Items: Adjusted energy-related economic activity, net Foreign currency-related economic hedges Sales of assets: $ 2.50 $ 2.25 $ 2.42 0.07(0.06) $ 2.73 0.120.01 $ 3.13 (0.27) Maine hydroelectric generation business Emission allowances Renewable energy credits Other asset impairments WPD Midlands Impairments: Acquisition-related adjustments: (0.03) (0.01) 0.03 (0.02) 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 adjustments LKE (0.02) (0.05) (0.07) 0.07 (0.02) (0.04) (0.13) (0.10) 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 adjustments Net operating loss carryforward and other tax-related adjustments Other: 0.01 (0.29) (0.14) (0.06) (0.01) (0.12) (0.05) Montana hydroelectric litigation LKE discontinued operations 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 Coal contract modification payments Line loss adjustment Total Special Items Reported Earnings $ 2.50 $ 2.25 (0.01) 0.13(0.01) (0.03) 0.13 0.18 $ 2.60 0.08 0.06 0.12 (0.07) (0.01) 0.01 (0.03) $ 2.70 (0.08) (0.02) 0.04 0.03 (0.96) $ 2.17  © PPL Corporation 2012 32

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Gross Margins Summary

Gross Margins Summary   (Millions of Dollars) Twelve Months Ended December 31, 2012 Per Share Dilute d 2012 2011 Change (after-tax) (a)  KY Gross Margins $ 1,540 $ 1,548 $ (8) $ (0.01) PA Gross Delivery Margins by Component  Distribution $ 730 $ 741 $ (11) $ (0.01) Transmission 210 180 30 0.03 Total $ 940 $ 921 $ 19 $ 0.02 Unregulated Gross Energy Margins by Region  Non-trading Eastern U. S. $ 1,865 $ 2,018 $ (153) $ (0.16) Western U. S. 299 349 (50) (0.05)  Net energy trading 4 (2) 6 Total $ 2,168 $ 2,365 $ (197) $ (0.21)  (a) Excludes dilution which is primarily associated with the April 2011 issuance of common stock. © PPL Corporation 2012 33

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Reconciliation of Fourth Quarter
Operating Income to Margins

Reconciliation of Fourth Quarter Operating Income to Margins   Twelve Months Ended December 31, 2012 Twelve Months Ended December 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 Revenue s Utility $2,759 $1,760 $ 2,289 $ 6,808 $ 2,791 $ 1,881 $ 1,620 $ 6,292 PLR intersegment utility revenue (expense) (78) $ 78 (26) $ 26 Unregulated retail electric and gas 865 (21) 844 696 30 726 Wholesale energy marketing Realized 4,412 21 4,433 3,745 62 3,807 Unrealized economic activity (311) (311) 1,407 1,407 Net energy trading margins 4 4 (2) (2) Energy-related businesses 508 508 507 507 Total Operating Revenues 2,759 1,682 5,359 2,486 12,286 2,791 1,855 4,465 3,626 12,737 Operating Expenses Fuel 872 931 34 1,837 866 1,151 (71) 1,946 Energy purchases Realized 195 550 2,204 48 2,997 238 738 912 242 2,130 Unrealized economic activity (442) (442) 1,123 1,123 Other operation and maintenance 101 104 19 2,611 2,835 90 108 16 2,453 2,667 Depreciation 51 1,049 1,100 49 911 960 Taxes , other than income 91 34 241 366 99 30 197 326 Energy-related businesses 484 484 484 484 Intercompany eliminations (3) 3 (11) 3 8 Total Operating Expenses 1,219 742 3,191 4,025 9,177 1,243 934 2,112 5,347 9,636 Discontinued operations 12 (12) Total $1,540 $ 940 $ 2,168 $ (1,539) $ 3,109 $ 1,548 $ 921 $ 2,365 $ (1,733) $ 3,101  © PPL Corporation 2012 34

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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 2013

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Definitions of Non-GAAP Financial Measures

“Earnings from ongoing operations,” also referred to as “ongoing earnings,” should not be considered as an alternative to reported earnings, or
net income attributable to PPL shareowners, 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
adjusted 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.

© PPL Corporation 2013

37

Definitions of Non-GAAP Financial Measures

"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“ and "Depreciation.”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,“ which is primarily Act 129 costs, and in "Taxes, other
than income," which is primarily gross receipts tax.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 adjusted 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.