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)  September 27, 1995       


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

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

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

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

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



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



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



Item 5.	Other Events



	On September 27, 1995, the Pennsylvania Public 
Utility Commission ("PUC") issued a final order with respect 
to the base rate case filed by Pennsylvania Power & Light 
Company (the "Company") on December 30, 1994.  The Company 
is a subsidiary of PP&L Resources, Inc. ("Resources"). 

	The Company's request to increase base rates, 
which was its first in ten years, sought to increase PUC 
jurisdictional revenues by $261.6 million -- or about 11.7 
percent.  The PUC's final decision in the rate case grants 
the Company a $107 million increase based on test year 
conditions.  An allocation of a $22 million credit to base 
rates from the energy cost rate ("ECR") will produce an $85 
million -- or about 3.8 percent -- increase in PUC 
jurisdictional revenues effective September 28, 1995.

	The following tabulation provides a summary 
comparison of the Company's filing and the final decision of 
the PUC:

                                     Original
                                      Filing      Allowed

Rate Base ($ - Millions)             $5,017.7     $5,017.7

Return ($ - Millions)                  $508.9       $478.7

Rate of Return                         10.14%        9.54%

Return on Common Equity                13.00%       11.50%


	The following are the major components of the 
PUC's decision:

o	The decision allows the Company to levelize the amount 
of depreciation on pre-1989 property at its Susquehanna 
nuclear station at $173 million for the period October 
1, 1995 through December 31, 1998, thereby eliminating 
the adverse impact on earnings that previously resulted 
from the modified sinking fund depreciation applicable 
to Susquehanna.  As part of its proposal to levelize 
depreciation, the Company has agreed to automatically 
reduce base rates on January 1, 1999 to reflect the 
return to straight line depreciation in the amount of 
$102 million for Susquehanna.  This change in 
depreciation will result in a $90 million annual 
reduction in base rates effective January 1, 1999.

o	When it decided the Company's last base rate case in 
1985, the PUC found that the Company had excess 
generating capacity.  As a result, the PUC disallowed 
the Company a return on the common equity invested in 
Susquehanna Unit No. 2.  In its September 27 decision, 
the PUC has determined that all of the Company's 
generating capacity is necessary to meet customer 
needs, rejecting the arguments of some intervenors that 
an excess capacity adjustment should be imposed on the 
Company.  As a result of the PUC's action in this 
regard, the Company's base rates include a full return 
on all of its generating facilities used to serve 
retail customers, as well as, all operating expenses 
associated with those facilities.

o	The PUC's decision permits recovery of the PUC 
jurisdictional amount of retiree health care costs 
applicable to operations -- the amount incurred under 
the prior "pay-as-you-go" method -- about $7 million 
annually -- and the amount resulting from the adoption 
of Statement of Financial Accounting Standards (SFAS) 
106, "Employers' Accounting for Postretirement Benefits 
Other Than Pensions" -- about $11 million annually.  In 
addition, the decision permits the Company to recover, 
over a period of about 17 years, the amount of SFAS 106 
costs that would have been deferred from January 1, 
1993 through September 30, 1995 pursuant to a PUC 
order, but for a Pennsylvania Commonwealth Court 
("Commonwealth Court") decision (now awaiting possible 
Pennsylvania Supreme Court review) that the Company 
could not recover these deferred costs.  As a result of 
the PUC decision, which provides for recovery of $27 
million of previously expensed SFAS 106 costs, the 
Company will record a $15.7 million after-tax credit to 
income (9.9 cents per share of Resources' common stock) 
in September 1995.

o	The PUC decision permits the Company to recover the PUC 
jurisdictional amount -- $65.7 million -- of the cost 
of its 1994 voluntary early retirement program in 
customer rates ratably over a period of five years.  As 
a result, the Company will record a $37.8 million 
after-tax credit to income (23.9 cents per share of 
Resources' common stock) in September 1995 to reverse 
the charge for this program that was recorded in the 
fourth quarter of 1994.  The estimated annual savings 
from the program also are reflected in the allowed 
rates.

o	The PUC decision permits recovery over a 10-year period 
of certain deferred operating and capital costs, net of 
energy savings, incurred from the time Susquehanna Unit 
No. 2 was placed in commercial operation until the 
effective date of the rate increase for that Unit, but 
denies recovery of those costs for Unit No. 1.  As a 
result of the PUC's decision with respect to 
Susquehanna Unit No. 1, the Company expects to record a 
one-time charge in September 1995 which, after taxes, 
will reduce the Company's net income by $20.4 million, 
or 12.9 cents per share of Resources' common stock.

o	The combined after-tax effect of the credits to the 
Company's net income to reflect recovery of the costs 
associated with SFAS 106 and the voluntary early 
retirement program and the charge to net income to 
reflect the disallowance of Susquehanna Unit No. 1 
deferred costs will result in an increase in net income 
of $33.1 million, or 20.9 cents per share of Resources' 
common stock in the third quarter of 1995.

o	In its decision, the PUC made several adjustments to 
the amount requested by the Company for the currently 
estimated cost of decommissioning the Susquehanna 
station.  These adjustments included the elimination of 
the $106.6 million contingency amount included in the 
decommissioning cost estimate, an increase in the 
earnings assumption on the decommissioning fund from 
5.5 percent to 7.5 percent and a reflection of post-
shutdown earnings on the fund in calculating the total 
amount necessary to decommission Susquehanna.  After 
giving effect to these adjustments, the total amount of 
Susquehanna decommissioning costs included in PUC 
jurisdictional rates is $9.5 million annually.

o	The PUC's decision reduces the return on common equity 
from the 13.0 percent requested by the Company to 11.5 
percent.  In addition to the reduction in the return on 
common equity, the PUC made several other adjustments 
and disallowances in rendering its final decision.  
Except for the reduction in the return on common equity 
and the one-time charge relating to the denial of the 
claim for deferred operating and capital costs for 
Susquehanna Unit No. 1, the adjustments and 
disallowances included in the PUC's decision do not 
have a significant adverse impact on the Company's and 
Resources' earnings.

o	The Company is providing Jersey Central Power & Light 
Company ("Jersey Central") with 945 megawatts of 
capacity and related energy from all the Company's 
generating units -- i.e., a "slice" of the Company's 
generating system.  Sales to Jersey Central will 
continue at this level through 1995, with the amount 
then declining at the rate of 189 megawatts each year 
until the end of the agreement on December 31, 1999.  
The Company also is providing: (i) Atlantic City 
Electric Company ("Atlantic") with 125 megawatts of 
capacity and related energy from the Company's wholly-
owned, coal-fired stations; and (ii) Baltimore Gas and 
Electric Company with 129 megawatts of capacity and 
related energy from the Susquehanna station.  The 
agreement with Atlantic originally provided for sales 
to continue through September 2000.  However, in March 
1995 Atlantic notified the Company that it intends to 
terminate the agreement in March 1998 pursuant to the 
termination provisions in the agreement.  The Company 
expects to be able to resell the capacity and energy at 
prices approximately equal to those received from 
Atlantic.  Sales to Baltimore Gas and Electric Company 
will continue through May 2001.

	In its decision, the PUC ruled that the Company cannot 
include in its ECR the cost of this capacity as it 
returns to the Company.  At the same time, however, the 
PUC also ruled that the Company was not required to 
flow back to customers through the ECR the revenues 
received for sales of such returning capacity.  
Accordingly, while the costs of the returning capacity 
will have an adverse effect on earnings, the PUC's 
decision permits the benefits that can be achieved from 
sales of the returning capacity to inure to 
shareowners.  In this regard, the Company estimates 
that annual revenues associated with each 189 megawatt 
"slice" of returning capacity from Jersey Central are 
about $40 million and that economy energy sales of each 
such slice on the Pennsylvania-New Jersey-Maryland 
Interconnection ("PJM") would produce about $25 million 
of annual revenues.  In addition, the Company has 
entered into a new agreement under which the Company 
will provide Jersey Central with increasing amounts of 
installed capacity credits and energy from all of the 
Company's generating units as follows:

                                                  Amount
                   Period                      (Kilowatts)

           June 1997 - May 1998                   150,000
           June 1998 - May 1999                   200,000
           June 1999 - May 2004                   300,000

	Sales under the new agreement will be priced based on a 
predetermined demand factor that escalates over time, 
plus an energy component based on the Company's actual 
energy related costs.  The Company will continue to 
seek out additional opportunities to market its low 
cost capacity and energy in the bulk power markets, to 
produce revenues in excess of the amount that would be 
realized through economy energy sales on the PJM.

	The parties have 30 days to appeal the PUC's Septem-
ber 27 decision to the Commonwealth Court.

	The Company believes that the PUC's rate decision, 
along with several initiatives the Company has put in place, 
should improve financial performance.  These initiatives 
include:

o	A $671 million reduction in capital expenditures over 
the five-year period 1996-2000, including reductions of 
$93 million and $220 million for 1996 and 1997, 
respectively; these reductions reflect, among other 
things, a decision to not install scrubbers at the 
Company's Montour coal generating station;

o	Except for common equity capital to be provided through 
sales of common stock by Resources, the Company expects 
to meet all of its construction expenditures and debt 
maturities through internally generated funds during 
the five-year period 1996-2000;

o	A planned 8 percent reduction in operation and 
maintenance costs through the year 2000; and

o	Marketing and economic development activities to 
achieve an average compound growth rate of about 2 
percent in sales to service area customers through the 
year 2000.

	These strategies are consistent with the Company's 
continuing commitment to keep its prices as stable as 
possible and to maintain customer rates that compare 
favorably with those of neighboring utilities.

	The Company and Resources believes that rate 
decision and these initiatives should result in financial 
performance that will permit Resources to increase 
shareowner value, including growth in the dividend on 
Resources' common stock over the long term.  However, actual 
sales growth and improvement in earnings and financial 
performance will depend upon economic conditions, the levels 
of consumption, the impact of increasing competition in the 
electric utility industry, the effects of regulation and 
other factors.



                           SIGNATURE

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


                               PP&L Resources, Inc.
                                  (Registrant)

                         Pennsylvania Power & Light Company
                                  (Registrant)





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





Date:  October 6, 1995