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): May 5, 2005
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
2 - Financial Information
Item
2.02 Results of Operations and Financial Condition
On May 5, 2005, PPL Corporation ("PPL" or the "Company") issued a press release
announcing its results for the quarter ended March 31, 2005 and reaffirming its
2005 earnings forecast. A copy of the press release is attached as Exhibit 99.1
and is incorporated herein by reference.
Section
7 - Regulation FD
Item
7.01 Regulation FD Disclosure
Representatives of PPL will be talking with analysts and investors during a
series of meetings and discussions throughout May and in early June. Unless it
publicly discloses otherwise, PPL expects that during these meetings and
discussions it will reaffirm the Company's 2005 forecast of $3.80 to $4.20 per
share in earnings from ongoing operations and $3.63 to $4.03 per share in
reported earnings, as described in the press release attached to this Form 8-K.
As described in the press release, PPL’s 2005 forecast of earnings from ongoing
operations excludes the impact of the first quarter after-tax charges of $27
million, or $0.14 per share, related to the PJM billing dispute and $6
million, or $0.03 per share, related to an agreement in principle to settle
litigation with NorthWestern Energy Corporation. This 2005 forecast also
excludes any other unusual items that may occur this year, such as the
potential noncash, after-tax charge of approximately $47 million, or $0.25 per
share, related to PPL’s previously announced proposed sale of its Sundance power
plant in Arizona. The information to be presented at the meetings will be
available on or around May 19 on the Investor Center page of the Company’s Web
site at www.pplweb.com.
Section
9 - Financial Statements and Exhibits
Item
9.01 Financial Statements and Exhibits
|
(c) |
|
Exhibits |
|
|
|
|
|
|
|
|
|
99.1
- |
Press
Release, dated May 5, 2005, announcing PPL Corporation's results for the
quarter ended March 31, 2005 and reaffirming its 2005 earnings
forecast. |
"Earnings
from ongoing operations" excludes the impact of unusual items. Earnings from
ongoing operations should not be considered as an alternative to net income, or
reported earnings, which is an indicator of operating performance determined in
accordance with generally accepted accounting principles (GAAP). PPL Corporation
believes that earnings from ongoing operations, although a non-GAAP measure, is
also useful and meaningful to investors because it provides them with the
company's underlying earnings performance as another criterion in making their
investment decisions. PPL Corporation's management also uses earnings from
ongoing operations in measuring certain corporate performance goals. Other
companies may use different measures to present financial
performance.
Statements
made in this Form 8-K, including statements with respect to future earnings and
asset dispositions, are "forward-looking statements" within the meaning of the
federal securities laws. Although PPL Corporation believes that the expectations
and assumptions reflected in these forward-looking statements are reasonable,
these statements involve a number of risks and uncertainties, and actual results
may differ materially from the results discussed in the statements. The
following are among the important factors that could cause actual results to
differ materially from the forward-looking statements: market demand and prices
for energy, capacity and fuel; weather conditions affecting customer energy
usage and operating costs; competition in power markets; the effect of any
business or industry restructuring; the profitability and liquidity of PPL
Corporation and its subsidiaries; new accounting requirements or new
interpretations or applications of existing requirements; operation and
availability of existing generation facilities and operating costs; transmission
and distribution system conditions and operating costs; environmental conditions
and requirements; development of new projects, markets and technologies;
performance of new ventures; asset acquisitions and dispositions; political,
regulatory or economic conditions in states, regions or countries where PPL
Corporation or its subsidiaries conduct business; receipt of necessary
government permits, approvals and rate relief; the impact of state, federal or
foreign investigations applicable to PPL Corporation and its subsidiaries and
the energy industry; the outcome of litigation against PPL Corporation and its
subsidiaries; capital market conditions and decisions regarding capital
structure; stock price performance; the market prices of equity securities and
the impact on pension income and resultant cash funding requirements for defined
pension plans; the securities and credit ratings of PPL Corporation and its
subsidiaries; state, federal and foreign regulatory developments; foreign
exchange rates; new state, federal or foreign legislation, including new tax
legislation; national or regional economic conditions, including any potential
effects arising from terrorist attacks in the U.S., the situation in Iraq and
any consequential hostilities or other hostilities; and the commitments and
liabilities of PPL Corporation and its subsidiaries. Any such forward-looking
statements should be considered in light of such important factors and in
conjunction with PPL Corporation's Form 10-K and other reports on file with the
Securities and Exchange Commission.
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.
|
By: |
/s/
Paul A. Farr
Paul
A. Farr
Vice
President and Controller |
Dated: May 5,
2005