0000950123-03-010022 Sample Contracts

REMARKETING AGREEMENT
Remarketing Agreement • September 3rd, 2003 • Pp&l Capital Funding Inc • Electric services • New York

Morgan Stanley & Co. Incorporated is undertaking to remarket the 7.29% notes due May 18, 2006 (the “Notes”), issued by PPL Capital Funding, Inc., a Delaware corporation (“PPL Capital Funding”), and guaranteed PPL Corporation, a Pennsylvania corporation (the “Company”).

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PPL CORPORATION and JPMORGAN CHASE BANK, as Collateral Agent, Securities Intermediary, Custodial Agent and Purchase Contract Agent PLEDGE AGREEMENT Dated as of , 2003
Pledge Agreement • September 3rd, 2003 • Pp&l Capital Funding Inc • Electric services • New York

PLEDGE AGREEMENT, dated as of , 2003, among PPL Corporation, a Pennsylvania corporation (the “Company”), JPMorgan Chase Bank, a New York banking corporation, as collateral agent (in such capacity, together with its successors in such capacity, the “Collateral Agent”) and as securities intermediary with respect to the Collateral Account (as defined below) (in such capacity, together with its successors in such capacity, the “Securities Intermediary”), JPMorgan Chase Bank, a New York banking corporation, as custodial agent for the Company (in such capacity, together with its successors in such capacity, the “Custodial Agent”) and JPMorgan Chase Bank, a New York banking corporation, as purchase contract agent and as attorney-in-fact of the Holders from time to time of the Securities under the Purchase Contract Agreement (in such capacity, together with its successors in such capacity, the “Purchase Contract Agent”).

SUPPLEMENTAL INDENTURE NUMBER 5 Dated as of , 2003 Supplemental to the Indenture dated as of November 1, 1997
Pp&l Capital Funding Inc • September 3rd, 2003 • Electric services • New York
PPL CORPORATION and JPMORGAN CHASE BANK, as Purchase Contract Agent, Collateral Agent And Custodial Agent PURCHASE CONTRACT AGREEMENT Dated as of , 2003
Purchase Contract Agreement • September 3rd, 2003 • Pp&l Capital Funding Inc • Electric services • New York

PURCHASE CONTRACT AGREEMENT, dated as of , 2003, (the “Agreement”) between PPL CORPORATION, a Pennsylvania corporation (the “Company”), JPMORGAN CHASE BANK, a New York banking corporation, acting as purchase contract agent for the Holders of Securities (as defined herein) from time to time (the “Purchase Contract Agent”), JPMORGAN CHASE BANK, a New York banking corporation, acting as collateral agent (the “Collateral Agent”) and JPMORGAN CHASE BANK, a New York banking corporation, acting as custodial agent for the Company (the “Custodial Agent”).

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