In connection with the offers described below, PPL Energy Supply, LLC (the "Company") has disclosed certain recent developments in its Offer to Purchase (defined below), which is furnished as Exhibit 99.1 to this report.

On February 17, 2009, the Company commenced tender offers to purchase for cash up to $250,000,000 aggregate principal amount of its outstanding (i) 6.00% Senior Notes due 2036 (CUSIP No. 69352J AK3), (ii) 6.20% Senior Notes due 2016 (CUSIP No. 69352J AH0) and (iii) 5.40% Senior Notes due 2014 (CUSIP No. 69352J AF4) (together, the "Notes"), on the terms, and subject to the conditions, set forth in the Offer to Purchase dated February 17, 2009 (the "Offer to Purchase") and the accompanying Letter of Transmittal.

Morgan Stanley & Co. Incorporated and Wachovia Capital Markets, LLC are acting as Dealer Managers for the tender offer.

The offers are being made solely by means of the Offer to Purchase and Letter of Transmittal. Under no circumstances shall this Current Report on Form 8-K constitute an offer to purchase or the solicitation of an offer to sell Notes or any other securities of the Company.

A copy of the Company's press release announcing the commencement of the offers is attached hereto as Exhibit 99.2 to this report and is hereby incorporated by reference.

(d) Exhibits

             99.1 -   PPL Energy Supply, LLC Offer to Purchase, dated February 17, 2009.
             99.2 -   Press Release of the Company, dated February 17, 2009, announcing the
                      commencement of offers to purchase the Notes.