-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CSDNUpp3BTwsQIanWCFXT+Ox5E/dMtcW1MNKgfdLCajtb+oLDoho8g947slQiUs2 GzSMi12S5JB2EsM7txa9sQ== 0000922224-07-000002.txt : 20070103 0000922224-07-000002.hdr.sgml : 20070101 20070103094202 ACCESSION NUMBER: 0000922224-07-000002 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061226 ITEM INFORMATION: Temporary Suspension of Trading Under Registrant's Employee Benefit Plans ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070103 DATE AS OF CHANGE: 20070103 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PPL CORP CENTRAL INDEX KEY: 0000922224 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 232758192 STATE OF INCORPORATION: PA FISCAL YEAR END: 0330 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11459 FILM NUMBER: 07500956 BUSINESS ADDRESS: STREET 1: TWO N NINTH ST CITY: ALLENTOWN STATE: PA ZIP: 181011179 BUSINESS PHONE: 6107745151 MAIL ADDRESS: STREET 1: TWO N NINTH ST CITY: ALLENTOWN STATE: PA ZIP: 18101-1179 FORMER COMPANY: FORMER CONFORMED NAME: PP&L RESOURCES INC DATE OF NAME CHANGE: 19941123 8-K 1 ppl8k.htm PPL 8K CORP 1-2-07 PPL 8K Corp 1-2-07

UNITED STATES
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):  December 26, 2006

Commission File
Number
Registrant; State of Incorporation;
Address and Telephone Number
IRS Employer
Identification No.
     
1-11459
PPL Corporation
(Exact name of Registrant as specified in its charter)
(Pennsylvania)
Two North Ninth Street
Allentown, PA 18101-1179
(610) 774-5151
23-2758192
     

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]
  
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]
  
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]
  
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]
  
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


 
 


Section 5 - Corporate Governance and Management
Item 5.04 Temporary Suspension of Trading Under Registrant's Employee Benefit Plans.

On December 26, 2006, PPL Corporation (“PPL”) received notice from the plan administrator of the PPL Employee Stock Ownership Plan (the “ESOP”) that the ESOP will be in a blackout period that is expected to begin at 4:00 p.m. Eastern time on January 31, 2007 and to end at 4:00 p.m. Eastern time on February 14, 2007.

Effective August 1, 2006, the ESOP was enhanced to provide participants with more flexibility and enhanced services in managing the shares of PPL common stock held in their ESOP accounts, including the ability to execute transactions on any business day. In connection with these changes, Fidelity Investments Institutional Services Company, Inc. (“Fidelity Investments”) became the new provider of trustee and recordkeeping services for the ESOP. Prior to August 1, 2006, PPL had provided these services. The blackout period is required to enable Fidelity Investments to complete the annual allocation of shares of PPL common stock to eligible participants for 2007 and to remove the transferability restriction on shares allocated to participants in 2004. During the blackout period, participants will not be able to request withdrawals, distributions or diversification exchanges of their eligible shares from the ESOP.

On January 2, 2007, PPL sent a notice of the blackout period to the members of its Board of Directors and its executive officers pursuant to Section 306 of the Sarbanes-Oxley Act of 2002 and Section 104 of Regulation BTR of the Securities Exchange Act of 1934. The form of notice to directors and executive officers is attached as Exhibit 99.1 hereto.
 
During the blackout period and for a period of two years after the ending date of the blackout period, a participant in the ESOP, a security holder of PPL or other interested persons may obtain information regarding the actual ending date of the blackout period. To obtain such information, without charge, and for all other inquiries regarding the blackout period, PPL may be contacted at: PPL Corporation, Two North Ninth Street, Allentown, PA 18101-1179; Attention: Investor Services (toll-free telephone: 1-800-345-3085).
 
 
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits

 
(d)
  
Exhibits
  
         
     
99.1 -
Form of Notice, dated January 2, 2007, to directors and executive officers of PPL Corporation



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 hereunto duly authorized.

 
PPL CORPORATION
     
 
By:
/s/ Matt Simmons                           
Matt Simmons
Vice President and Controller



Dated: January 3, 2007
 EX-99.1 2 ppl8kexhibit991.htm PPL 8K EXHIBIT 99.1 PPL 8k Exhibit 99.1
Exhibit 99.1
 
[PPL Logo]
 
Robert J. Grey
PPL Corporation
Senior Vice President,
Two North Ninth Street
General Counsel and Secretary
Allentown, PA 18101-1179
Tel. 610.774.5587 Fax 610.774.4455
Tel. 610.774.5151
rjgrey@pplweb.com
www.pplweb.com

January 2, 2007

Members of the Board of Directors and Executive Officers

Re:  Notice of ESOP Blackout Period

Dear Board Members and Executive Officers:

On December 26, 2006, PPL received notice from the plan administrator of the PPL Employee Stock Ownership Plan (the “ESOP”) that the ESOP will be in a blackout period that is expected to begin at 4:00 p.m. Eastern time on January 31, 2007 and to end at 4:00 p.m. Eastern time on February 14, 2007. The blackout period is required to enable Fidelity Investments, the provider of trustee and recordkeeping services to the ESOP, to complete the annual allocation of shares of PPL common stock to eligible participants for 2007 and to remove the transferability restriction on shares allocated to participants in 2004. During the blackout period, participants will not be able to request withdrawals, distributions or diversification exchanges of their shares of PPL common stock held in their ESOP accounts.

Under applicable SEC rules, we are required to notify you that, during the blackout period, you generally will be restricted from making purchases and sales of PPL common stock. Please note that the trading restriction during the blackout period will not apply to certain transactions, including acquisitions of stock units under the Directors Deferred Compensation Plan and dividend reinvestments under PPL’s Dividend Reinvestment Plan. Upon termination of the blackout period, you will be permitted to conduct other transactions in PPL common stock, subject to the opening of a trading window pursuant to PPL’s insider trading policy.

If you have any questions concerning the foregoing, please do not hesitate to contact me.

Sincerely,


Robert J. Grey
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