Edgar Filing: MILLER JAMES H

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

MILLER JAMES H

2. Issuer Name and Ticker or Trading Symbol
PPL CORP [PPL]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
President & CEO

(Last)

(First)

(Middle)

TWO N. NINTH STREET

3. Date of Earliest Transaction (Month/Day/Year)
01/26/2009

(Street)

ALLENTOWN, PA 18101

4. If Amendment, Date 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

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	01/26/2009		M		38,560	A	$ 32.35	38,560.422	D
Common Stock	01/26/2009		F⁽¹⁾		14,683	D	$ 32.35	23,877.422	D
Common Stock	01/27/2009		S⁽²⁾		200	D	$ 31.97	23,677.422	D
Common Stock	01/27/2009		S⁽²⁾		100	D	$ 31.99	23,577.422	D
Common Stock	01/27/2009		S⁽²⁾		500	D	$ 32	23,077.422	D
Common Stock	01/27/2009		S⁽²⁾		700	D	$ 32.01	22,377.422	D
Common Stock	01/27/2009		S⁽²⁾		200	D	$ 32.02	22,177.422	D
Common Stock	01/27/2009		S⁽²⁾		100	D	$ 32.025	22,077.422	D
Common Stock	01/27/2009		S⁽²⁾		200	D	$ 32.03	21,877.422	D
Common Stock	01/27/2009		S⁽²⁾		636	D	$ 32.04	21,241.422	D
Common Stock	01/27/2009		S⁽²⁾		100	D	$ 32.045	21,141.422	D
Common Stock	01/27/2009		S⁽²⁾		600	D	$ 32.05	20,541.422	D
Common Stock	01/27/2009		S⁽²⁾		100	D	$ 32.06	20,441.422	D
Common Stock	01/27/2009		S⁽²⁾		500	D	$ 32.07	19,941.422	D
Common Stock	01/27/2009		S⁽²⁾		200	D	$ 32.08	19,741.422	D
Common Stock	01/27/2009		S⁽²⁾		100	D	$ 32.085	19,641.422	D
Common Stock	01/27/2009		S⁽²⁾		700	D	$ 32.09	18,941.422	D
Common Stock	01/27/2009		S⁽²⁾		200	D	$ 32.1	18,741.422	D
Common Stock	01/27/2009		S⁽²⁾		400	D	$ 32.11	18,341.422	D
Common Stock	01/27/2009		S⁽²⁾		300	D	$ 32.12	18,041.422	D
Common Stock	01/27/2009		S⁽²⁾		200	D	$ 32.13	17,841.422	D
Common Stock	01/27/2009		S⁽²⁾		300	D	$ 32.14	17,541.422	D
Common Stock	01/27/2009		S⁽²⁾		400	D	$ 32.15	17,141.422	D
Common Stock	01/27/2009		S⁽²⁾		600	D	$ 32.16	16,541.422	D
Common Stock	01/27/2009		S⁽²⁾		100	D	$ 32.17	16,441.422	D
Common Stock	01/27/2009		S⁽²⁾		200	D	$ 32.18	16,241.422	D
Common Stock	01/27/2009		S⁽²⁾		700	D	$ 32.19	15,541.422	D
Common Stock	01/27/2009		S⁽²⁾		400	D	$ 32.2	15,141.422	D
Common Stock	01/27/2009		S⁽²⁾		200	D	$ 32.21	14,941.422	D
Common Stock	01/27/2009		S⁽²⁾		600	D	$ 32.22	14,341.422	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Unit (ICP)

$ 0

01/26/2009

38,560

⁽³⁾

Common Stock

38,560

$ 0

132,760

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
MILLER JAMES H TWO N. NINTH STREET ALLENTOWN, PA 18101	X		President & CEO

Signatures

/s/Frederick C. Paine, as Attorney-In-Fact for James H. Miller		01/28/2009
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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).
(1)	Shares withheld by the company at the request of the executive officer to pay taxes due following expiration of the applicable restriction period, under the terms of the Incentive Compensation Plan (ICP).
(2)	This Form 4 is the first in a series of two Form 4 reports, filed on the same date, which relate to the sale of 23,877 shares of common stock pursuant to a 10b5-1 plan, dated December 22, 2008.
(3)	The units vested on 01/26/2009.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

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