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): April 3, 2006
Commission
File
Number
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Registrant;
State of Incorporation;
Address
and Telephone Number
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IRS
Employer
Identification
No.
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1-905
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PPL
Electric Utilities Corporation
(Exact
name of Registrant as specified in its charter)
(Pennsylvania)
Two
North Ninth Street
Allentown,
PA 18101-1179
(610)
774-5151
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23-0959590
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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:
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR
240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR
240.13e-4(c))
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Section
5 - Corporate Governance and Management
Item
5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year
In
connection with its sale of preference stock as described below under Item
8.01,
on April 5, 2006, PPL Electric Utilities Corporation (the “Company”) filed with
the Department of State of the Commonwealth of Pennsylvania a Statement with
Respect to Shares designating the terms of the preference stock.
The
Statement with Respect to Shares became effective on April 6, 2006 and is
attached as Exhibit 4.1 hereto.
Section
8 - Other Events
Item
8.01 Other Events
On
April
3, 2006, the Company entered into an Underwriting Agreement, dated as of
April
3, 2006 (the “Underwriting Agreement”), with Merrill Lynch, Pierce, Fenner &
Smith Incorporated, J.P. Morgan Securities Inc. and Wachovia Capital Markets,
LLC, as representatives of the other several underwriters named therein
(collectively, the “Underwriters”), with respect to the offer and sale by the
Company and the purchase by the Underwriters, of 10,000,000 depositary shares
(the “Depositary Shares”) each representing a 1/4 interest in a share of the
Company’s Preference Stock, 6.25% Series (liquidation preference $100.00 per
share) (the “Preference Shares”). In connection with the sale of the Depositary
Shares, the Company issued 2,500,000 Preference Shares to the depositary.
The
Underwriting Agreement is attached as Exhibit 1.1, hereto and the Deposit
Agreement relating to the issuance of the Depositary Shares is attached as
Exhibit 4.2 hereto.
Holders
of the Depositary Shares will be entitled to all proportional rights and
preferences of the Preference Shares (including dividend, voting, redemption
and
liquidation rights) exercised through the depositary. Dividends on the
Preference Shares will be payable in arrears on January 1, April 1, July
1 and
October 1 of each year, when, as, and if declared by the Company’s Board of
Directors, beginning on July 1, 2006, at an annual rate of 6.25%, or $1.5625
per
Depositary Share per year. Dividends on the Preference Shares are not
cumulative.
The
Company may not redeem the Preference Shares prior to April 6, 2011. On and
after that date, the Company may, at its option, redeem the Preference Shares,
in whole at any time or in part from time to time, for $100.00 per Preference
Share (equivalent to $25.00 per Depositary Share), plus any declared and
unpaid
dividends (without accumulation of any undeclared dividends), payable in
cash.
The Preference Shares have no stated maturity, are not subject to any sinking
fund provisions and will remain outstanding indefinitely unless redeemed.
The
Preference Shares will have no voting rights, except as provided by law.
A
portion
of the net proceeds of this transaction will be used by the Company to
repurchase $200 million of its common stock from its parent, PPL Corporation,
and the remainder will be used by the Company for general corporate purposes,
including the future repurchase of debt.
Section
9 - Financial Statements and Exhibits
Item
9.01 Financial Statements and Exhibits
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(d)
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Exhibits
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1.1
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Underwriting
Agreement, dated April 3, 2006 among PPL Electric Utilities Corporation
and Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan
Securities Inc. and Wachovia Capital Markets, LLC, as representatives
of
the other several underwriters named therein.
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3.1
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PPL
Electric Utilities Corporation’s Statement with Respect to Shares
regarding Preference Stock, 6.25% Series (see Exhibit
4.1).
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4.1
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PPL
Electric Utilities Corporation’s Statement with Respect to Shares
regarding Preference Stock, 6.25% Series.
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4.2
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Deposit
Agreement dated April 6, 2006, among PPL Electric Utilities Corporation,
Wells Fargo Bank, N.A., as the depositary, and holders from time
to time
of depositary receipts representing the Depositary
Shares.
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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.
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PPL
ELECTRIC UTILITIES CORPORATION
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By:
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James
E. Abel
Treasurer
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Dated: April
6,
2006