Exhibit 24


                         PP&L RESOURCES, INC.
                              PP&L, INC.

                         1997 ANNUAL REPORT
               TO THE SECURITIES AND EXCHANGE COMMISSION
                             ON FORM 10-K

                          POWER OF ATTORNEY

	The undersigned directors of PP&L Resources, Inc. and 
PP&L, Inc., both Pennsylvania corporations, which are to file 
with the Securities and Exchange Commission, Washington, D.C., 
under the provisions of the Securities Exchange Act of 1934, as 
amended, their 1997 Annual Report on Form 10-K, do hereby appoint 
William F. Hecht, John R. Biggar and Robert J. Grey their true 
and lawful attorney, and each of them their true and lawful 
attorney, with power to act without the other and with full power 
of substitution and resubstitution, to execute for them and in 
their names said Form 10-K Report and any and all amendments 
thereto, whether said amendments add to, delete from or otherwise 
alter said Form 10-K Report, or add or withdraw any exhibits or 
schedules to be filed therewith and any and all instruments in 
connection therewith.  The undersigned hereby grant to said 
attorneys and each of them full power and authority to do and 
perform in the name of and on behalf of the undersigned, and in 
any and all capacities, any act and thing whatsoever required or 
necessary to be done in and about the premises, as fully and to 
all intents and purposes as the undersigned might do, hereby 
ratifying and approving the acts of said attorneys and each of 
them.

	IN WITNESS WHEREOF, the undersigned have hereunto set 
their hands and seals this 27th day of February, 1998.


/s/ E. Allen Deaver         L.S.  /s/ Clifford L. Jones          L.S.
E. Allen Deaver                    Clifford L. Jones



/s/ Nance K. Dicciani       L.S.  /s/ Ruth Leventhal             L.S.
Nance K. Dicciani                  Ruth Leventhal



/s/ William J. Flood        L.S.  /s/ Marilyn Ware Lewis         L.S.
William J. Flood                   Marilyn Ware Lewis



/s/ Elmer D. Gates          L.S.  /s/ Frank A. Long              L.S.
Elmer D. Gates                     Frank A. Long



/s/ William F. Hecht        L.S.  /s/ Norman Robertson           L.S.
William F. Hecht                   Norman Robertson



/s/ Stuart Heydt            L.S.
Stuart Heydt