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): July 1, 2000
PPL CORPORATION
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(Exact Name of Registrant as Specified in Its Charter)
Pennsylvania 1-11459 23-2758192
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(State or other jurisdiction of (Commission (IRS Employer
incorporation) File Number) Identification No.)
PPL ELECTRIC UTILITIES CORPORATION
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(Exact Name of Registrant as Specified in Its Charter)
Pennsylvania 1-905 23-0959590
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(State or other jurisdiction of (Commission (IRS Employer
incorporation) File Number) Identification No.)
Two North Ninth Street, Allentown, Pennsylvania 18101-1179
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(Address of principal executive offices)
Registrant's Telephone Number, including Area Code: (610) 774-5151
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(Former name or former address, if changed since last report.)
ITEM 2. DISPOSITION OF ASSETS (PPL ELECTRIC UTILITIES CORPORATION);
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ITEM 5. OTHER EVENTS (PPL CORPORATION)
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Reference is made to the Annual Report on Form 10-K of PPL Corporation
("PPL") and PPL Electric Utilities Corporation ("PPL Utilities") for the year
ended December 31, 1999 for information on deregulation and increasing
competition in the electric utility industry, including the Pennsylvania
Electricity Generation Customer Choice and Competition Act (the "Act"), which
was adopted to restructure Pennsylvania's electric utility industry to create
retail access to a competitive market for generation of electricity, and PPL
Utilities' 1998 restructuring proceeding before the Pennsylvania Public Utility
Commission under the Act.
On July 1, 2000, PPL and PPL Utilities completed a corporate
realignment in order to effectively separate PPL Utilities' regulated
transmission and distribution businesses from its recently deregulated
generation businesses and to better position the companies and their affiliates
in the new competitive market-place. Exhibit 99.1 illustrates the relevant
elements of the corporate organization immediately before and after the
realignment. The corporate realignment included the following key features:
o PPL Utilities transferred its generating and certain other
related assets, along with associated liabilities, to new
unregulated generating company subsidiaries of PPL Generation,
LLC ("PPL Generation). In connection with the transfer, PPL
Energy Funding Corporation ("PPL Energy Funding"), the parent
company of PPL Generation, assumed $670 million aggregate
principal amount of PPL Utilities' debt issued to affiliated
companies.
o PPL Utilities also transferred assets constituting its wholesale
energy marketing business, along with associated liabilities, to
its wholly-owned subsidiary, PPL EnergyPlus, LLC ("PPL
EnergyPlus"), and transferred its interest in PPL EnergyPlus to
PPL Energy Funding.
o PPL Utilities distributed, as a distribution on common stock in a
"tax-free spin-off," all of the outstanding shares of stock of
PPL Energy Funding to PPL, which resulted in PPL Energy Funding
becoming a wholly-owned subsidiary of PPL.
o PPL's independent power subsidiary, PPL Global, LLC ("PPL
Global"), also transferred its U.S. electric generating
subsidiaries to PPL Generation.
o PPL Utilities entered into power sales agreements with PPL
EnergyPlus for the purchase of electricity to meet PPL Utilities'
obligations as a Provider of Last Resort ("PLR") for customers
who have not selected an alternative supplier under the Act.
As a result of the corporate realignment, PPL Utilities' principal
business is the transmission and distribution of electricity to serve retail
customers in its franchised territory in eastern and central Pennsylvania; PPL
Generation's principal business is owning and operating U.S. generating
facilities through various subsidiaries; PPL EnergyPlus' principal business is
wholesale and retail energy marketing; and PPL Global's principal business is
the acquisition and development of both U.S. and international energy projects
and ownership of international energy projects. PPL Energy Funding serves as the
parent company for virtually all of PPL's unregulated businesses, including PPL
Generation, PPL EnergyPlus and PPL Global. Other subsidiaries of PPL and PPL
Utilities are generally aligned in the new corporate structure according to
their principal business functions.
The corporate realignment followed receipt of various regulatory
approvals, including approvals from the Pennsylvania Public Utility Commission,
the Federal Energy Regulatory Commission and the Nuclear Regulatory Commission.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
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(c) Exhibits
99.1 Corporate Organization Before and After Realignment
99.2 Unaudited Pro Forma Consolidated Financial Information of
PPL Electric Utilities Corporation
SIGNATURES
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Pursuant to the requirements of the Securities Exchange Act of 1934, each
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
PPL CORPORATION
PPL ELECTRIC UTILITIES CORPORATION
By: /s/ Joseph J. McCabe
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Joseph J. McCabe
Vice President and Controller
Dated: July 14, 2000