SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Klingensmith Rick L

(Last)

(First)

(Middle)

TWO N. NINTH STREET

(Street)

ALLENTOWN

18101

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/23/2004

3. Issuer Name and Ticker or Trading Symbol
PPL CORP [ PPL ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President of a PPL Subsidiary

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	2,850.784⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Options (Right to Buy)	⁽²⁾	01/24/2011	Common Stock	12,730	$43.1562	D
Employee Stock Options (Right to Buy)	⁽³⁾	01/23/2012	Common Stock	6,160	$33.49	D
Employee Stock Options (Right to Buy)	⁽⁴⁾	01/22/2013	Common Stock	11,550	$36.23	D
Employee Stock Options (Right to Buy)	⁽⁵⁾	01/21/2014	Common Stock	11,010	$45.18	D
Stock Unit (ICPKE)	⁽⁶⁾	⁽⁶⁾	Common Stock	1,550	⁽⁶⁾	D
Stock Unit (ICPKE)	⁽⁷⁾	⁽⁷⁾	Common Stock	1,290	⁽⁷⁾	D
Stock Unit (ICPKE - Cash Incentive Premium Exchange Program)⁽⁸⁾	⁽⁷⁾	⁽⁷⁾	Common Stock	1,260	⁽⁷⁾	D

Explanation of Responses:

1. Total includes reinvestment of dividends under Dividend Reinvestment Plan.

2. The total grant of 12,730 options vested in three installments: 4,244 on 01/25/2002, 4,243 on 01/25/2003 and 4,243 on 01/25/2004.

3. The total grant of 11,160 options vests in three installments: 3,720 on 01/24/2003, 3,720 on 01/24/2004 and 3,720 on 01/24/2005.

4. The total grant of 11,550 options vests in three installments: 3,850 on 01/23/2004, 3,850 on 01/23/2005 and 3,850 on 01/23/2006.

5. The total grant of 11,010 options vests in three installments: 3,670 on 01/22/2005, 3,670 on 01/22/2006 and 3,670 on 01/22/2007.

6. No exercise or expiration date or conversion or exercise price applies. Under the terms of the Incentive Compensation Plan for Key Employees (ICPKE), payout of the underlying securities will occur on 03/01/2006, after the three year vesting period has elapsed.

7. No exercise or expiration date or conversion or exercise price applies. Under the terms of the Incentive Compensation Plan for Key Employees (ICPKE), payout of the underlying securities will occur on 03/01/2007, after the three year vesting period has elapsed.

8. These restricted stock units were granted in connection with the Cash Incentive Premium Exchange Program under the Incentive Compensation Plan for Key Employees (ICPKE). Pursuant to this program, an officer may elect to exchange all or any portion of his cash incentive compensation for restricted stock units equal in value at the time of the grant to 140% of the cash so exchanged.

Remarks:

	/s/Thomas D. Salus, Attorney-In-Fact	09/01/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.