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

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Shriver Bryce L

(Last)

(First)

(Middle)

TWO N. NINTH STREET

(Street)

ALLENTOWN

18101

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/01/2004

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	36,110.484⁽¹⁾	D
Common Stock	22.265	I	Held in trust pursuant to Employee Stock Ownership Plan.

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	17,500	$43.1562	D
Employee Stock Options (Right to Buy)	01/24/2005	01/23/2012	Common Stock	5,120	$33.49	D
Employee Stock Options (Right to Buy)	⁽³⁾	01/22/2013	Common Stock	17,330	$36.23	D
Employee Stock Options (Right to Buy)	⁽⁴⁾	01/21/2014	Common Stock	16,690	$45.18	D
Stock Unit (ICPKE)	⁽⁵⁾	⁽⁵⁾	Common Stock	2,320	⁽⁵⁾	D
Stock Unit (ICPKE)	⁽⁶⁾	⁽⁶⁾	Common Stock	1,950	⁽⁶⁾	D
Stock Unit (ICPKE - Cash Incentive Premium Exchange Program)⁽⁷⁾	⁽⁶⁾	⁽⁶⁾	Common Stock	1,960	⁽⁶⁾	D

Explanation of Responses:

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

2. The total grant of 17,500 options vested in three installments: 5,834 on 01/25/2002, 5,833 on 01/25/2003 and 5,833 on 01/25/2004.

3. The total grant of 17,330 options vests in three installments: 5,777 on 01/23/2004, 5,776 on 01/23/2005 and 5,777 on 01/23/2006.

4. The total grant of 16,690 options vests in three installments: 5,564 on 01/22/2005, 5,563 on 01/22/2006 and 5,563 on 01/22/2007.

5. 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.

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 03/01/2007, after the three year vesting period has elapsed.

7. 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	09/02/2004
	** 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.