POWER OF ATTORNEY

	Keith H. Williamson, the undersigned director of
PPL Corporation (the "Company"), a Pennsylvania corporation, hereby
appoints Robert J. Grey, Michael A. McGrail, Elizabeth S. Duane and Thomas
D. Salus, and each of them, his true and lawful attorneys-in-fact to
execute for the undersigned and file in his name all Securities and
Exchange Commission (SEC) forms regarding ownership of Company securities
as required of the undersigned under the provisions of the Securities Act
of 1933 and the Securities Exchange Act of 1934, as amended, and
regulations of the SEC.  The undersigned hereby grants to each such
attorney full power and authority to do and perform in the name of and on
behalf of the undersigned, and in any and all capabilities, any act and
thing whatsoever required or necessary to be done for such purposes, as
fully and to all intents and purposes as the undersigned might do, hereby
ratifying and approving the acts of each such attorney.
	This Power of
Attorney shall remain in full force and effect until the undersigned is no
longer required to file such SEC forms, unless earlier revoked by the
undersigned in a signed writing delivered to the foregoing
attorneys-in-fact.
	IN WITNESS WHEREOF, the undersigned has hereunto set
his hand this 28th day of July, 2005.

			  /s/Keith H. Williamson

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