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)   April 7, 1998      


                               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.)


                                  PP&L, Inc.
___________________________________________________________________________
          (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.)

5.	Other Events

	PUC Restructuring Proceeding

	Reference is made to the 1997 Form 10-K of PP&L Resources, 
Inc. and PP&L, Inc. ("PP&L") regarding PP&L's April 1, 1997 
filing of its restructuring plan with the Pennsylvania Public 
Utility Commission ("PUC") pursuant to Pennsylvania's 
Electricity Generation Customer Choice and Competition Act (the 
"Customer Choice Act").  On April 7, 1998, the Recommended 
Decision of Administrative Law Judge ("ALJ") George M. Kashi 
was issued.  The following are the major elements of the 
Recommended Decision:

	1.  The Recommended Decision makes certain adjustments to 
PP&L's stranded cost claim which had been proposed by the PUC 
Office of Trial Staff.  Although the Recommended Decision does 
not quantify the level of stranded cost recovery that would 
result from the Decision, PP&L estimates the impact of the 
adjustments at approximately $350 million and the level of 
permitted stranded cost recovery at $4.14 billion.

	2.  The Recommended Decision accepts PP&L's estimates of 
future competitive market prices used to determine stranded 
costs.

	3.  The Recommended Decision accepts PP&L's proposed Code 
of Conduct and rejects proposals to prohibit PP&L from using 
its corporate name in the competitive marketplace.

	4.  The Recommended Decision accepts PP&L's proposed 
consumer education program and universal service program.

	5.  The Recommended Decision adopts the schedule for 
retail customer choice contained in the Customer Choice Act, 
phasing in all customers over three years beginning on January 
1, 1999.

	The parties' Exceptions to the Recommended Decision are 
due by April 27; Replies to Exceptions must be filed by May 7.  
The PUC will review the Recommended Decision, Exceptions and 
Reply Exceptions and is expected to issue its final order in 
the proceeding on June 4, 1998.

	The PUC's final order may result in changes to components 
or assumptions in PP&L's restructuring plan or to findings or 
conclusions in the Recommended Decision that could have an 
adverse effect on the level of the Competitive Transition 
Charge ("CTC") used to collect stranded costs from customers, 
the amount of stranded costs that are recoverable through the 
CTC or on the overall amount of revenues to be collected from 
customers.  Accordingly, PP&L Resources and PP&L are unable to 
predict the ultimate effect of the Customer Choice Act or the 
PUC's final order in the restructuring proceeding on their 
financial position, their results of operation, future PP&L 
rate levels, the need or ability to issue securities to meet 
future capital requirements or the ability to maintain the 
common stock dividend at the current level.






                           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.
                           PP&L, INC.


                           By:  _______/s/John R. Biggar_______
                                Senior Vice President-Financial


Date:  April 17, 1998