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)    June 27, 1997       



                               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.)



      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

	The following text is from a Company news release of June 
27, 1997, regarding the Company's acquisition of a gas business:

PP&L Resources to Acquire Penn Fuel Gas, Inc. - Acquisition of 
Gas Business to Diversify PP&L Resources' Energy Delivery 
Capabilities

	PP&L Resources, Inc. (NYSE:PPL) and Penn Fuel Gas, Inc., 
announced Friday (6/27) that they have signed a definitive 
agreement under which PP&L Resources will acquire Penn Fuel Gas.

	Penn Fuel Gas distributes and stores natural gas and also 
sells propane.  The company has nearly 100,000 customers in 
Pennsylvania and a few hundred in Maryland.

	Under the terms of the agreement, upon consummation of the 
merger, shareowners of the privately held Penn Fuel Gas would 
receive, subject to certain adjustments, 7.665 common shares of 
PP&L Resources for each common share of Penn Fuel Gas that they 
own.  Based on recent New York Stock Exchange closing prices, 
PP&L Resources expects to issue about $121 million of common 
stock to complete the transaction.

	The agreement has been approved by the boards of directors 
of the two companies.  In addition, PP&L Resources has received a 
commitment that a block of nearly 95 percent of Penn Fuel Gas's 
shares will be voted in favor of the merger.

	"The addition of Penn Fuel Gas to the PP&L Resources family 
of companies will expand our ability to provide our customers 
with energy choices at highly competitive prices," said William 
F. Hecht, chairman, president and chief executive officer of PP&L 
Resources.  "We are very pleased to have the opportunity to 
expand into the natural gas business with a quality operation 
like Penn Fuel Gas."

	"The agreement with PP&L Resources ensures that Penn Fuel 
Gas's customers, employees, shareowners and communities will be 
well-served," said Terry H. Hunt, president and chief executive 
officer of Penn Fuel Gas.  "Like Penn Fuel Gas, PP&L Resources 
has a proven record of providing high quality, reasonably priced 
service to customers."

	PP&L Resources' primary subsidiary is Pennsylvania Power & 
Light Co., which provides electricity services to 1.2 million 
customers in central and eastern Pennsylvania.

	Hecht pointed out that the combination with Penn Fuel Gas is 
an important strategic step for PP&L Resources.  "As the 
electricity, natural gas and other markets develop, we are 
preparing to offer a full range of energy sources to our 
customers and to develop our customer base.  This acquisition is 
an important step in our plan to deliver more energy alternatives 
to the Pennsylvania and Mid-Atlantic markets," Hecht said.

	With headquarters in Oxford, PA., Penn Fuel Gas owns and 
operates PFG Gas, Inc., and North Penn Gas Co., both of which are 
natural gas distribution companies.  Penn Fuel Gas also operates 
a propane business and North Penn Gas also owns natural gas 
storage facilities.  Penn Fuel Gas and its two subsidiaries 
provide natural gas service to customers in more than half the 
counties in Pennsylvania, in an area stretching from the northern 
area of Maryland to northern Pennsylvania.

	Penn Fuel Gas's net income in 1996 was $7.4 million on 
revenues of $113.5 million.  The company has total assets of 
$196.5 million.

	The proposed merger is subject to receipt of regulatory 
approvals, including approvals from the Pennsylvania Public 
Utility Commission, the Maryland Public Service Commission and 
the Securities and Exchange Commission.  The acquisition is 
expected to be completed in about 12 months.

	Hecht said that Penn Fuel Gas will retain its name and 
operate as a wholly owned subsidiary of PP&L Resources.

	In addition to Pennsylvania Power & Light, other PP&L 
Resources operating subsidiaries are Power Markets Development 
Co., which invests in energy projects worldwide; and Spectrum 
Energy Services Corp., which markets energy-related services and 
products.







                           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 thereunto duly authorized.


                              PP&L RESOURCES, INC. 





                              By:     /s/ R. E. Hill        
                                          R. E. Hill
                                  Sr. Vice President-Financial



Date:  June 30, 1997