Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant



and

Section 8 - Other Events

Item 8.01 Other Events

Louisville Gas and Electric Company

On March 20, 2023, Louisville Gas and Electric Company ("LG&E") issued $400,000,000 aggregate principal amount of 5.450% First Mortgage Bonds due 2033 (the "LG&E Bonds").



The LG&E Bonds were issued under LG&E's Indenture (the "LG&E Indenture"), dated
as of October 1, 2010, to The Bank of New York Mellon, as trustee, as previously
supplemented and as supplemented by Supplemental Indenture No. 8 thereto (the
"LG&E Supplemental Indenture"), dated as of March 1, 2023. The LG&E Bonds will
be secured by the lien of the LG&E Indenture, which creates, subject to certain
exceptions and exclusions, a lien on substantially all of LG&E's real and
tangible personal property located in Kentucky and used in the generation,
transmission and distribution of electricity and the storage, transportation and
distribution of natural gas, as described therein.

The LG&E Bonds are due April 15, 2033, subject to early redemption. LG&E intends
to use the net proceeds from the sale of the LG&E Bonds to repay debt and for
general corporate purposes.

The LG&E Bonds were offered under LG&E's Registration Statement on Form S-3 on
file with the Securities and Exchange Commission (Registration Statement No.
333-253290-02).

The LG&E Supplemental Indenture and Officer's Certificate are filed with this report as Exhibits 4(a) and 4(b).

Kentucky Utilities Company

On March 20, 2023, Kentucky Utilities Company ("KU") issued $400,000,000 aggregate principal amount of 5.450% First Mortgage Bonds due 2033 (the "KU Bonds").



The KU Bonds were issued under KU's Indenture (the "KU Indenture"), dated as of
October 1, 2010, to The Bank of New York Mellon, as trustee, as previously
supplemented and as supplemented by Supplemental Indenture No. 9 thereto (the
"KU Supplemental Indenture"), dated as of March 1, 2023. The KU Bonds will be
secured by the lien of the KU Indenture, which creates, subject to certain
exceptions and exclusions, a lien on substantially all of KU's real and tangible
personal property located in Kentucky and used in the generation, transmission
and distribution of electricity, as described therein.

The KU Bonds are due April 15, 2033, subject to early redemption. KU intends to
use the net proceeds from the sale of the KU Bonds to repay debt and for general
corporate purposes.

The KU Bonds were offered under KU's Registration Statement on Form S-3 on file with the Securities and Exchange Commission (Registration Statement No. 333-253290-01).

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The KU Supplemental Indenture and Officer's Certificate are filed with this report as Exhibits 4(c) and 4(d).

Item 9.01 Financial Statements and Exhibits



        (d)           Exhibits

                        4(a)   -    Supplemental Indenture No. 8, dated as 

of March 1, 2023, of Louisville Gas and

Electric Company to The Bank of New

York Mellon, as Trustee.


                        4(b)   -    Officer's Certificate, dated March 20, 

2023 establishing certain terms of the


                                    LG&E Bonds.
                        4(c)   -    Supplemental Indenture No. 9, dated as 

of March 1, 2023, of Kentucky Utilities


                                    Company to The Bank of New York Mellon, 

as Trustee.


                        4(d)   -    Officer's Certificate, dated March 20, 

2023 establishing certain terms of the


                                    KU Bonds.
                        5(a)   -    Opinion of John P. Fendig, Corporate 

Secretary and Senior Counsel of


                                    Louisville Gas and Electric Company.
                        5(b)   -    Opinion of Bracewell LLP relating to the LG&E Bonds.
                        5(c)   -    Opinion of Stoll Keenon Ogden PLLC relating to the LG&E Bonds.
                        5(d)   -    Opinion of John P. Fendig, Corporate

Secretary and Senior Counsel of Kentucky


                                    Utilities Company.
                        5(e)   -    Opinion of Bracewell LLP relating to the of KU Bonds.
                        5(f)   -    Opinion of Stoll Keenon Ogden PLLC relating to the KU Bonds.
                      23(a) -       Consent of John P. Fendig, Corporate

Secretary and Senior Counsel of

Louisville Gas and Electric Company

(included as part of Exhibit 5(a)).


                      23(b) -       Consent of Bracewell LLP (included as 

part of Exhibit 5(b)).


                      23(c) -       Consent of Stoll Keenon Ogden PLLC

(included as part of Exhibit 5(c)).


                      23(d) -       Consent of John P. Fendig, Corporate 

Secretary and Senior Counsel of Kentucky

Utilities Company (included as part of Exhibit 5(d)).
                      23(e) -       Consent of Bracewell LLP (included as part of Exhibit 5(e)).
                      23(f) -       Consent of Stoll Keenon Ogden PLLC

(included as part of Exhibit 5(f)).


                      104 -         Cover Page Interactive Data File 

(embedded within the Inline XBRL document).

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