<PAGE>
Pricing Supplement Dated September 10, 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. (69349PAF6)
Principal Amount: $10,000,000.00 Interest Rate: 6.17%
Agent(s)' Discount or Commission: $60,000.00 Stated Maturity Date:
September 15, 2005
Net Proceeds to Issuer: $9,940,000.00 Original Issue Date:
September 15, 1998
Interest Payment Dates: March 15 and September 15
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:_X_ Merrill Lynch & Co. $10,000,000.00
___ First Chicago Capital Markets, Inc.
___ Goldman, Sachs & Co.
___ Morgan Stanley Dean Witter
___ 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:
