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Pricing Supplement Dated October 8, 1998 Rule 424(b)(2)
(To Prospectus dated November 12, 1997 and Registration Nos. 333-38003
Prospectus Supplement dated November 12, 1997) and 333-38003-01
PP&L Capital Funding, Inc.
Medium-Term Notes, Series A - Fixed Rate
Unconditionally Guaranteed as to
Payment of Principal, Premium,
if any, and Interest by
PP&L Resources, Inc.
CUSIP No. (69349PAH2)
Principal Amount: $20,000,000.00 Interest Rate: 6.39%
Agent(s)' Discount Stated Maturity
or Commission: $120,000.00 Date: October 14, 2005
Net Proceeds to Issuer: $19,880,000.00 Original Issue
Date: October 14, 1998
Interest Payment Dates: March 15 and September 15
Regular Record Dates: February 28 and August 31
First Interest Payment Date: March 15, 1999
Redemption:
_X_ The Notes may not be redeemed prior to the Stated Maturity Date.
___ The Notes may be redeemed prior to the Stated Maturity Date.
Initial Redemption Date:
Initial Redemption Price:
Annual Redemption Percentage Reduction: % until Redemption Percentage
is 100% of the principal amount.
Repayment at the Option of the Holder:
_X_ The Notes may not be repaid at the option of the holder prior to the
Stated Maturity Date.
___ The Notes may be repaid to the Stated Maturity Date at the option of the
holder of the Notes.
Option Repayment Date(s):
Repayment Price: %
Form: _X_Book-Entry ___Certified
Agent:___ Merrill Lynch & Co.
___ First Chicago Capital Markets, Inc.
___ Goldman, Sachs & Co.
_X_ Morgan Stanley Dean Witter $20,000,000.00
___ Other
Agent acting in the capacity as indicated below:
_X_ Agent ___ Principal
If as principal:
___ The Notes are being offered at varying prices related to prevailing
market prices at the time of resale.
___ The Notes are being offered at a fixed initial public offering price of
100% of principal amount.
If as Agent:
_X_ The Notes are being offered at a fixed initial public offering price of
100% of principal amount.
Other Provisions:
