SECURITIES AND EXCHANGE COMMISSION
                              Washington, D.C.   20549

                                      Form 10-K

          X      ANNUAL  REPORT  PURSUANT TO  SECTION  13  or  15(d) OF  THE
                 SECURITIES EXCHANGE ACT OF 1934 (Fee Required)

                 For the fiscal year ended          December 31, 1995

                 TRANSITION REPORT  PURSUANT TO SECTION  13 or 15(d)  OF THE
                 SECURITIES EXCHANGE ACT OF 1934 (No Fee Required)
           For the transition period from                  to


                           Commission file number 1-10944

                               KU ENERGY CORPORATION

               (Exact name of Registrant as specified in its charter)
                     Kentucky                            61-1141273
             (State of Incorporation)                 (I.R.S. Employer
                                                     Identification No.)
                One Quality Street
                Lexington, Kentucky                         40507
     (Address of principal executive offices)            (Zip Code)

         Registrant's telephone number, including area code:   606-255-2100
             Securities registered pursuant to Section 12(b) of the Act:

                                                  Name of Each Exchange on
                Title of Each Class                     Which Registered
          Common Stock, without par value          New York Stock Exchange
                                                   Pacific Stock Exchange

          Securities registered pursuant to Section 12(g) of the Act:  None
     Indicate  by check mark whether  the Registrant (1) has  filed all reports
     required to be filed by Section 13 or 15(d) of the Securities Exchange Act
     of 1934  during the preceding 12  months (or for such  shorter period that
     the  Registrant  was required  to  file such  reports), and  (2)  has been
     subject to such filing requirements for the past 90 days.  Yes  X   No
     Indicate by check mark if disclosure of delinquent filers pursuant to Item
     405 of Regulation S-K is not  contained herein, and will not be contained,
     to  the best of Registrant's knowledge, in definitive proxy or information
     statements incorporated by reference in Part III of this Form 10-K  or any
     amendment to this Form 10-K.  ( X )

     Aggregate  market value  at  March 8, 1996  of the  voting  stock held  by
     nonaffiliates of the Registrant:  $1,087,263,993

     Number of shares of Common Stock outstanding at March 8, 1996:  37,817,878

     Documents  Incorporated by  Reference:   A portion  of the  Company's 1995
     Annual Report to Shareholders is incorporated  by reference in Part II.  A
     portion  of  the Company's  Proxy Statement  relating  to the  1995 Annual
     Shareholders Meeting is incorporated by reference in Part III.
     Exhibit Index appears on page 12.

                                         -1-
<PAGE>


                               KU ENERGY CORPORATION

                                      Form 10-K

               Annual Report to the Securities and Exchange Commission
                        For the Year Ended December 31, 1995
                                    _____________

                                  TABLE OF CONTENTS

         Item                                                          Page
                                       PART I

          1.     Business  . . . . . . . . . . . . . . . . . . . . . .    3

          2.     Properties  . . . . . . . . . . . . . . . . . . . . .    4

          3.     Legal Proceedings   . . . . . . . . . . . . . . . . .    4

          4.     Submission of Matters to a Vote of Security Holders      4

                 Executive Officers of the Registrant  . . . . . . . .    5


                                       PART II

          5.     Market for Registrant's Common Equity and Related
                    Stockholder Matters  . . . . . . . . . . . . . . .    6

          6.     Selected Financial Data   . . . . . . . . . . . . . .    7

          7.     Management's Discussion and Analysis of Financial
                    Condition and Results of Operations  . . . . . . .    9

          8.     Financial Statements and Supplementary Data   . . . .    9

          9.     Changes in and Disagreements with Accountants
                    on Accounting and Financial Disclosure . . . . . .    9

                                      PART III

         10.     Directors and Executive Officers of the Registrant  .   10

         11.     Executive Compensation  . . . . . . . . . . . . . . .   10

         12.     Security Ownership of Certain Beneficial Owners
                     and Management  . . . . . . . . . . . . . . . . .   10

         13.     Certain Relationships and Related Transactions  . . .   10

                                       PART IV

         14.     Exhibits, Financial Statement Schedules,
                    and Reports on Form 8-K  . . . . . . . . . . . . .   11

                 Exhibit Index   . . . . . . . . . . . . . . . . . . .   12

                 Signatures  . . . . . . . . . . . . . . . . . . . . .   20

                                         -2-
<PAGE>
                                       PART I


     Item 1.  Business

     KU Energy Corporation

     KU  Energy  Corporation (KU  Energy or  the  Company), an  exempt utility
     holding  company, was incorporated in  the state of  Kentucky on June 23,
     1988.   On  December 1, 1991,  a corporate  reorganization  was completed
     under which KU Energy became the holder  of all common stock of  Kentucky
     Utilities Company (KU).  KU Energy has two wholly owned subsidiaries, KU,
     an  electric   utility,  and  KU  Capital   Corporation  (KU Capital),  a
     nonutility subsidiary.  KU is KU Energy's principal subsidiary.

     The Company is a public utility holding company as defined  in the Public
     Utility  Holding  Company Act  of 1935  (the  Holding Company  Act).   On
     November 13,  1991, the Company obtained an order from the Securities and
     Exchange Commission which granted an exemption from all provisions of the
     Holding Company Act, except Section 9(a)(2)  thereof which relates to the
     acquisition of securities of public utility companies.

     The  ability of  the Company  to  pay dividends  on its  common stock  is
     dependent  upon  distributions made  to it  by KU  and KU Capital  and on
     amounts that may be earned by the Company on investments.

     Kentucky Utilities Company

     KU is a public utility engaged  in producing and selling electric energy.
     KU  provides  electric service  to about  425,500  customers in  over 600
     communities  and  adjacent suburban  and rural  areas  in 77  counties in
     central, southeastern  and western Kentucky and to about 28,600 customers
     in 5 counties in southwestern Virginia.  Of the Kentucky communities, 161
     are   incorporated  municipalities   served  under   unexpired  municipal
     franchises  and   the  rest  are  unincorporated   communities  where  no
     franchises are required.   Service has been provided in  Virginia without
     franchises for a number of years.  The lack of Virginia franchises is not
     expected to have  a material adverse effect on KU's  operations.  KU also
     sells electric energy at wholesale for resale in 12 municipalities.

     For  a complete description  of KU's business,  reference is  made to its
     Annual  Report on Form 10-K for  the year ended  December 31, 1995, filed
     herewith as Exhibit 99B and incorporated herein by reference.

     KU Capital Corporation

     KU  Capital has  adopted  a  core  energy  investment  strategy  for  its
     nonutility investments.  Under  this strategy, energy-related investments
     that  utilize KU  Energy's  knowledge and  expertise  are targeted.    In
     particular,  KU Capital  is focusing  its attention on  independent power
     projects   (including   qualifying   facilities   and   exempt  wholesale
     generators) and production equipment leased to other utilities.




                                        -3-
<PAGE>
     Item 2.  Properties

     Refer to KU's Annual Report on Form 10-K for the  year ended December 31,
     1995  for a description  of its properties.  Presently, KU Energy  and KU
     Capital have no significant physical property.


     Item 3.  Legal Proceedings

     KU  Energy and  KU Capital  have no significant  legal proceedings.   See
     Item 3, Legal Proceedings of the Kentucky Utilities Company Annual Report
     on Form 10-K for  the year  ended December 31, 1995  (Exhibit 99B) for  a
     discussion of certain legal proceedings concerning KU.


     Item 4.  Submission of Matters to a Vote of Security Holders

     None.









                                        -4-
<PAGE>

     Executive Officers of the Registrant

                              Current      Positions Held During at Least the
      Name and Age         Positions Held  Last 5 Years

      Michael R. Whitley   Chairman and    Chairman of the Board of KU Energy
      Age 52               President*      since August 1995 and President of
                                           KU Energy since November 1994.
                                           Director of KU Energy since March
                                           1992.  Senior Vice President from
                                           1988 to November 1994. Secretary
                                           of KU Energy from 1988 to November
                                           1992.

      O. M. Goodlett       Senior Vice-    Senior Vice-President of KU Energy
      Age 48               President*      since November 1994.

      James W. Tipton      Senior Vice-    Senior Vice-President of KU Energy
      Age 52               President       since November 1994.  Senior Vice-
                                           President of Kentucky Utilities
                                           from November 1986 to November
                                           1994.

      George S. Brooks II  General         Corporate Secretary of KU Energy
      Age 45               Counsel and     since November 1992, and General
                           Corporate       Counsel since 1988.
                           Secretary*

      William N. English   Treasurer*      Treasurer of KU Energy since 1988.
      Age 45

      Michael D. Robinson  Controller*     Controller of KU Energy since June
      Age 40                               1990.




     Note:    Officers are  elected annually by the Board of Directors.  There
              is no family  relationship between any executive officer and any
              other executive officer or any director.

     *        Certain executive  officers of KU  may be  considered "executive
              officers"  of  KU  Energy  for  certain  purposes.    Identified
              persons  hold positions  with the same  titles at KU.   Refer to
              KU's  Annual  Report  on Form 10-K  for  information  concerning
              positions  held   during  last   five   years  and   information
              concerning KU executive officers.






                                        -5-
<PAGE>

                                      PART II


     Item 5.  Market  for Registrant's  Common  Equity and  Related Stockholder
              Matters

     The Company's  common stock is listed  on the New York  and Pacific stock
     exchanges under  the ticker symbol "KU."   Quotes in daily newspapers can
     be found under the listing "KU Engy."

<TABLE>

     The  table  below sets  forth  the  high and  low  sales  prices and  the
     dividends paid for the Company's common stock for the periods shown.
<CAPTION>

                                  1995                                    1994
                     Dividend               Price            Dividend             Price
      Quarter           Paid           High       Low          Paid          High       Low
<S>                      <C>          <C>       <C>              <C>        <C>       <C>
       First             $.42         28 7/8    26 5/8           $.41       29 1/4    26
       Second            $.42         28 3/8    26 1/4           $.41       27 3/8    24 1/2
       Third             $.42         29 3/8    26               $.41       27 1/8    25 1/8
       Fourth            $.42         30 5/8    28 3/4           $.41       28 3/4    25 3/4
</TABLE>

     KU Energy's  Board has declared a common stock dividend of $.43 per share
     payable March 15, 1996, to shareholders of record on February 23, 1996.

     As  of December 31,  1995, the  Company  had approximately  31,037 common
     shareholders of record.

     KU  has paid cash  dividends since 1939.   KU Energy  expects to continue
     this policy, although future dividends are dependent on future  earnings,
     capital requirements and financial conditions.  The dividend payout ratio
     (cash dividends as a  percentage of net income) was 84%  for 1995 and 82%
     for 1994.   See Note 5 of the Notes to  Consolidated Financial Statements
     in the Annual Report  to Shareholders (Exhibit 13).  Such  information is
     incorporated herein by reference.










                                        -6-
<PAGE>
<TABLE>

     Item 6.  Selected Financial Data
<CAPTION>

      Year ended December 31,                   1995      1994       1993      1992       1991
                                                                         (dollars in thousands)
      Operating Revenues:
<S>                                         <C>       <C>        <C>        <C>       <C>
        Residential                         $232,760  $ 213,574  $210,759   $194,817  $202,885
        Commercial                           151,778    142,207   138,271    133,519   137,653
        Industrial                           130,066    120,043   111,857    102,808    98,595
        Mine power                            36,076     36,498    34,977     36,696    37,093
        Public authorities                    54,161     49,869    48,142     45,570    46,332
          Total sales to ultimate
            consumers                        604,841    562,191   544,006    513,410   522,558
        Other electric utilities              75,940     89,665    62,463     58,979    61,542
        Miscellaneous revenues and other       5,619      4,157     3,448      3,871     3,560
        Provision for refund - litigation
          settlement                               -    (19,385)   (3,309)         -         -
          Total operating revenues           686,400    636,628   606,608    576,260   587,660
      Operating Expenses:
        Fuel used in generation (1)          189,845    170,654   178,910    168,470   183,167
        Electric power purchased              69,579     61,442    34,711     32,753    26,744
        Other operating expenses             124,044    114,551   106,124     95,109    93,648
        Maintenance                           62,599     66,141    59,458     61,270    58,590
        Depreciation                          75,268     65,441    60,811     58,931    57,337
        Federal and state income taxes        43,426     43,904    47,752     40,992    45,837
        Other taxes                           15,038     14,789    14,357     13,401    12,858
          Total operating expenses           579,799    536,922   502,123    470,926   478,181
      Net Operating Income                   106,601     99,706   104,485    105,334   109,479
      Other Income and Deductions             11,655     11,530    10,362     12,162    12,062
      Income Before Interest and
        Other Charges and AFUDC              118,256    111,236   114,847    117,496   121,541
      Interest and Other Charges:
        Interest on long-term debt            36,095     32,147    31,650     39,571    36,559
        Preferred stock dividend
          requirements of Subsidiary           2,256      2,384     2,558      2,518     3,031
        Other interest                         4,031      2,414     1,249      1,394     1,626
          Total interest and other charges    42,382     36,945    35,457     43,483    41,216
      AFUDC                                      179      1,585       593        169       262
      Net Income                            $ 76,053  $  75,876  $ 79,983   $ 74,182  $ 80,587

      Earnings per Average Common Share     $   2.01  $    2.01  $   2.11   $   1.96  $   2.13

      Common Stock Data:
        Shares Outstanding - average          37,818     37,818    37,818     37,818    37,818
                           - year-end         37,818     37,818    37,818     37,818    37,818
      Dividends per Share of
      Common Stock                          $   1.68   $   1.64  $   1.60   $   1.56  $   1.50

      (1) Amounts  for 1994  and 1993  reflect reductions  of $23.1  million  and $4.1  million,
          respectively, associated with refunds  to customers related to a litigation settlement
          with a former coal supplier.
</TABLE>

                                                 -7-
<PAGE>
      Item 6.  Selected Financial Data
             (continued)
<TABLE>
<CAPTION>
                                             1995        1994       1993        1992        1991
<S>                                    <C>         <C>        <C>         <C>         <C>
     Assets (in thousands)             $1,714,974  $1,669,294 $1,573,194  $1,457,100  $1,411,092
     Capitalization: (in thousands)
        Bonds                          $  545,830  $ 495,830  $  441,830  $  443,330  $  407,330
        Notes                                  64         86         107         128         149
        Unamortized premium on
           long-term debt                      86         96         108         519         713
        Preferred stock                    40,000     40,000      40,000      40,000      40,000
        Common stock equity               628,611    616,092     602,503     583,319     568,152
             Total capitalization      $1,214,591 $1,152,104  $1,084,548  $1,067,296  $1,016,344
     % Total Capitalization
         Represented by:
        Long-term debt                       44.9       43.0        40.8        41.6        40.2
        Preferred stock                       3.3        3.5         3.7         3.7         3.9
        Common stock equity                  51.8       53.5        55.5        54.7        55.9
     Kilowatt-hours Generated,
        Purchased and Sold:
        (in thousands)
        Power generated                15,223,851 15,524,844  14,934,839  13,700,313  14,183,713
        Power purchased                 3,254,861  3,066,917   1,926,299   2,032,110   1,464,812
        Power interchanged - net           (6,569)     2,638       1,556       3,393     (10,725)
             Total                     18,472,143 18,594,399  16,862,694  15,735,816  15,637,800
        Less - losses and company use   1,054,589    998,010   1,066,251     876,862     906,468
        Remainder - kilowatt-hours
          sold                         17,417,554 17,596,389  15,796,443  14,858,954  14,731,332
        Sales classified:
          Residential                   5,016,012  4,706,058   4,702,697   4,278,098   4,385,670
          Commercial                    3,403,054  3,272,370   3,217,504   3,080,045   3,122,156
          Industrial                    3,850,647  3,641,469   3,409,213   3,093,113   2,874,016
          Mine power                      926,873    974,233     933,317     977,032     955,410
          Public authorities            1,297,913  1,225,668   1,199,893   1,123,494   1,133,176
             Total sales to
               ultimate consumers      14,494,499 13,819,798  13,462,624  12,551,782  12,470,428
          Other electric utilities      2,923,055  3,776,591   2,333,819   2,307,172   2,260,904
             Total                     17,417,554 17,596,389  15,796,443  14,858,954  14,731,332

     Average Number of Customers          449,144    440,590     432,636     425,403     419,340
     Residential Sales (per customer):
        Average kilowatt-hours             13,377     12,781      12,995      12,007      12,471
        Average revenue                $   620.75  $  580.05  $   582.41  $   546.80  $   576.93
     System Capability - Megawatts:
        Kentucky Utilities' plants          3,509      3,265       3,164       3,163       3,162
        Purchased contracts                   394        540         365         293         254
          Total system capability           3,903      3,805       3,529       3,456       3,416
     Net System Maximum Demand -
        Megawatts                           3,341      3,127       3,176       2,845       2,894
     Load Factor (%)                         58.7       59.8        57.7        59.4        58.4
     Heat Rate (BTU per KWH) (1)           10,377     10,306      10,367      10,344      10,350
     Fuel - Average Cost per Ton (1)   $    28.49  $   28.84  $    28.31  $    27.88  $    29.67
     Average Cost per Million BTU (1)  $     1.18  $    1.19  $     1.17  $     1.18  $     1.24
     (1) Based on coal consumed
</TABLE>

                                                 -8-
<PAGE>
     Item 7.  Management's Discussion  and Analysis of  Financial Condition and
              Results of Operations

     Refer to the caption "Management's Discussion and Analysis" in the Annual
     Report to Shareholders (Exhibit 13) for  the information required by this
     item.  Such information is incorporated herein by reference.


     Item 8.  Financial Statements and Supplementary Data

     Refer  to  the  Annual  Report   to  Shareholders  (Exhibit 13)  for  the
     information required  by  this  item  which  is  incorporated  herein  by
     reference, including:

          Consolidated Statements of Income and Retained Earnings,
          Consolidated Statements of Cash Flows,
          Consolidated Balance Sheets,
          Consolidated Statements of Capitalization,
          Notes to Consolidated Financial Statements, and
          Report of Independent Public Accountants.


     Item 9.  Changes in and  Disagreements with Accountants on Accounting  and
              Financial Disclosure

     None.



















                                        -9-
<PAGE>
                                      PART III


     Item 10.  Directors and Executive Officers of the Registrant

     The  information required by Item 10  relating to each  director and each
     nominee  for  election  as  a  director  at  the  Company's  1996  Annual
     Shareholders  Meeting is  set  forth in  the  Company's definitive  proxy
     statement  (the Proxy Statement)  filed with the  Securities and Exchange
     Commission pursuant  to Regulation 14A under the  Securities Exchange Act
     of  1934  in  connection  with the  Company's  1996  Annual  Shareholders
     Meeting.  Such  information is  incorporated herein by  reference to  the
     material  appearing in the Proxy Statement under the caption "Election of
     Directors--General."  Information  required  by  this  item  relating  to
     executive officers of the Company is  set forth under a separate  caption
     in Part I hereof.

     Item 11.  Executive Compensation

     The information required  by Item 11 is incorporated herein  by reference
     to  the material  appearing  in the  Proxy  Statement under  the  caption
     "Election  of  Directors --  Directors'  Compensation,  and --  Executive
     Compensation"  (but   excluding  any  information  contained   under  the
     subheadings   --   "Report  of   Compensation   Committee   on  Executive
     Compensation", and -- "Performance Graph").

     Item 12.  Security Ownership of Certain Beneficial Owners and Management

     The information required  by Item 12 is incorporated herein  by reference
     to  the material  appearing  in the  Proxy  Statement under  the  caption
     "Election  of   Directors--Voting   Securities  Beneficially   Owned   by
     Directors, Nominees and Executive Officers."

     Item 13.  Certain Relationships and Related Transactions

     None.







                                        -10-
<PAGE>

                                      PART IV


     Item 14.  Exhibits, Financial Statement Schedules, and Reports on Form 8-K


     (A) The following (1) financial statements, (2) schedules, and
         (3) exhibits, are filed as a part of this Annual Report.

         (1)  Financial  Statements (incorporated  by reference  under Item 8,
              Financial Statements and Supplementary Data)

              Consolidated Statements of Income and Retained Earnings for the
                three years ended December 31, 1995,
              Consolidated Statements of Cash Flows for the three years ended
                December 31, 1995,
              Consolidated Balance Sheets as of December 31, 1995 and 1994,
              Consolidated  Statements of  Capitalization as  of  December 31,
                1995 and 1994,
              Notes to Consolidated Financial Statements, and
              Report of Independent Public Accountants.

         (2)  Schedules

              Schedule II    Valuation and qualifying accounts.

         The  following  Schedules  are  omitted  as  not  applicable  or  not
         required under Regulation S-X:

              I, III, IV, V.











                                        -11-
<PAGE>

    (3) Exhibits

     No.                           Description                          Page

     3.A   Amended and Restated Articles of Incorporation of KU
           Energy Corporation.  (Exhibit 3A to Form 10-K Annual
           Report of KU Energy for the year ended December 31,
           1992).  Incorporated by reference.                             -

     3.B   By-laws of KU Energy Corporation (Exhibit 3B to Form 10-K
           Annual Report of KU Energy for the year ended
           December 31, 1992).  Incorporated by reference.                -

     4.A   Rights Agreement, dated as of January 27, 1992, by and
           between KU Energy Corporation and Illinois Stock Transfer
           Company (Exhibit 4.1 to Form 8-K Current Report of KU
           Energy dated January 27, 1992).  Incorporated by
           reference.                                                     -

     4.B   Indenture of Mortgage or Deed of Trust dated May 1, 1947,
           between Kentucky Utilities Company and First Trust of
           Illinois National Association (successor to Bank of
           America Illinois, formerly Continental Bank, National
           Association and formerly Continental Illinois National
           Bank and Trust Company of Chicago) and a successor
           individual co-trustee, as Trustees (the Trustees)
           (Amended Exhibit 7(a) in File No. 2-7061), and
           Supplemental Indentures thereto dated, respectively,
           January 1, 1949 (Second Amended Exhibit 7.02 in File
           No. 2-7802), July 1, 1950 (Amended Exhibit 7.02 in File
           No. 2-8499), June 15, 1951 (Exhibit 7.02(a) in File
           No. 2-8499), June 1, 1952 (Amended Exhibit 4.02 in File
           No. 2-9658), April 1, 1953 (Amended Exhibit 4.02 in File
           No. 2-10120), April 1, 1955 (Amended Exhibit 4.02 in File
           No. 2-11476), April 1, 1956 (Amended Exhibit 2.02 in File
           No. 2-12322), May 1, 1969 (Amended Exhibit 2.02 in File
           No. 2-32602), April 1, 1970 (Amended Exhibit 2.02 in File
           No. 2-36410), September 1, 1971 (Amended Exhibit 2.02 in
           File No. 2-41467), December 1, 1972 (Amended Exhibit 2.02
           in File No. 2-46161) April 1, 1974 (Amended Exhibit 2.02
           in File No. 2-50344), September 1, 1974 (Exhibit 2.04 in
           File No. 2-59328), July 1, 1975 (Exhibit 2.05 in File
           No. 2-9328), May 15, 1976 (Amended Exhibit 2.02 in File
           No. 2-56126), April 15, 1977 (Exhibit 2.06 in File
           No. 2-59328), August 1, 1979 (Exhibit 2.04 in File
           No. 2-64969), May 1, 1980 (Exhibit 2 to Form 10-Q
           Quarterly Report of KU for the quarter ended June 30,
           1980), September 15, 1982 (Exhibit 4.04 in File
           No. 2-79891), August 1, 1984 (Exhibit 4B to Form 10-K
           Annual Report of KU for the year ended December 31,
           1984), June 1, 1985 (Exhibit 4 to Form 10-Q Quarterly
           Report of KU for the quarter ended June 30, 1985),



                                        -12-
<PAGE>


     No.                           Description                          Page

     4.B   May 1, 1990 (Exhibit 4 to Form 10-Q Quarterly Report of
     Cont  KU for the quarter ended June 30, 1990), May 1, 1991.
           (Exhibit 4 to Form 10-Q Quarterly Report of KU for the
           quarter ended June 30, 1991), May 15, 1992 (Exhibit 4.02
           to Form 8-K of KU dated May 14, 1992), August 1, 1992
           (Exhibit 4 to Form 10-Q Quarterly Report of KU for the
           quarter ended September 30, 1992), June 15, 1993
           (Exhibit 4.02 to Form 8-K of KU dated June 15, 1993) and
           December 1, 1993 (Exhibit 4.01 to Form 8-K of KU dated
           December 10, 1993).  Incorporated by reference.                -

     4.C   Supplemental Indenture dated March 1, 1992 between
           Kentucky Utilities Company and the Trustees, providing
           for the conveyance of properties formerly held by Old
           Dominion Power Company (Exhibit 4B to Form 10-K Annual
           Report of KU for the year ended December 31, 1992).
           Incorporated by reference.                                     -

     4.D   Supplemental Indenture dated November 1, 1994 between
           Kentucky Utilities Company and the Trustees (Exhibit 4C
           to Form 10-K Annual Report of KU for the year ended
            December 31, 1994).  Incorporated by reference.                -

     4.E   Supplemental Indenture dated June 1, 1995 between
           Kentucky Utilities Company and the Trustees (Exhibit 4 to
           Form 10-Q Quarterly Report of KU for the quarter ended
           June 30, 1995).  Incorporated by reference.                    -

     4.F   Supplemental Indenture dated January 15, 1996 between
           Kentucky Utilities Company and the Trustees (Exhibit 4.E
           to Form 10-K Annual Report of KU for the year ended
           December 31, 1995).  Incorporated by reference.                -

     10.A  KU's Amended and Restated Performance Share Plan
           (Exhibit 10A to Form 10-Q Quarterly Report of KU for the
           quarter ended June 30, 1993).  Incorporated by reference.      -

     10.B  KU's Annual Performance Incentive Plan (Exhibit 10B to
           Form 10-K Annual Report of KU for the year ended
           December 31, 1990).  Incorporated by reference.                -

     10.C  Amendment No. 1 to KU's Annual Performance Incentive Plan
           (Exhibit 10D to Form 10-K Annual Report of KU for the
           year ended December 31, 1991).  Incorporated by
           reference.                                                     -

     10.D  Amendment No. 2 to KU's Annual Performance Incentive Plan
           (Exhibit 10H to Form 10-K Annual Report of KU for the
           year ended December 31, 1993).  Incorporated by
           reference.                                                     -


                                        -13-
<PAGE>

     No.                           Description                          Page

     10.E  Amendment No. 3 to KU's Annual Performance Incentive Plan
           (Exhibit 10I to Form 10-K Annual Report of KU for the
           year ended December 31, 1993).  Incorporated by
           reference.                                                     -

     10.F  KU's Executive Optional Deferred Compensation Plan
           (Exhibit 10C to Form 10-K Annual Report of KU for the
           year ended December 31, 1990).  Incorporated by
           reference.                                                     -

     10.G  Amendment No. 1 to KU's Executive Optional Deferred
           Compensation Plan (Exhibit 10F to Form 10-K Annual Report
           of KU for the year ended December 31, 1991).
           Incorporated by reference.                                     -

     10.H  Amendment No. 2 to KU's Executive Optional Deferred
           Compensation Plan (Exhibit 10J to Form 10-K Annual Report
           of KU for the year ended December 31, 1993).
           Incorporated by reference.                                     -

     10.I  KU's Director Retirement Retainer Program, and Amendment
           No. 1 (Exhibit 10G to Form 10-K Annual Report of KU for
           the year ended December 31, 1991).  Incorporated by
           reference.                                                     -

     10.J  KU's Supplemental Security Plan (Exhibit 10I to Form 10-K
           Annual Report of KU for the year ended December 31,
           1991).  Incorporated by reference.                             -

     10.K  Amendment No. 1 to KU's Supplemental Security Plan
           (Exhibit 10J to Form 10-K Annual Report of KU for the
           year ended December 31, 1994).  Incorporated by
           reference.                                                     -

     10.L  Amendment No. 2 to KU's Supplemental Security Plan
           (Exhibit 10K to Form 10-K Annual Report of KU for the
           year ended December 31, 1994).  Incorporated by
           reference.                                                     -

     10.M  KU's Amended and Restated Director Deferred Compensation
           Plan (Exhibit 10N to Form 10-K Annual Report of KU for
           the year ended December 31, 1995).  Incorporated by
           reference.                                                     -

     10.N  KU Energy's Performance Share Plan (Exhibit 10A to
           Form 10-Q Quarterly Report of KU Energy for the quarter
           ended June 30, 1993).  Incorporated by reference.              -

     10.O  KU Energy's Annual Performance Incentive Plan
           (Exhibit 10J to Form 10-K Annual Report of KU Energy for
           the year ended December 31, 1993).  Incorporated by
           reference.                                                     -


                                        -14-
<PAGE>
     No.                           Description                          Page

     10.P  Amendment No. 1 to KU Energy's Annual Performance
           Incentive Plan (Exhibit 10K to Form 10-K Annual Report of
           KU Energy for the year ended December 31, 1993).
           Incorporated by reference.                                     -

     10.Q  KU Energy's Executive Optional Deferred Compensation Plan
           (Exhibit 10P to Form 10-K Annual Report of KU Energy for
           the year ended December 31, 1993).  Incorporated by
           reference.                                                     -

     10.R  KU Energy's Director Retirement Retainer Program
           (Exhibit 10J to Form 10-K Annual Report of KU Energy for
           the year ended December 31, 1992).  Incorporated by
           reference.                                                     -

     10.S  KU Energy's Amended and Restated Director Deferred
           Compensation Plan                                            21-37

     13    Portions of 1995 Annual Report to Shareholders               38-65

     21    List of Subsidiaries                                          66

     23    Consent of Independent Public Accountants                     67

     27    Financial Data Schedule (required for electronic filing
           only in accordance with Item 601(c)(1) of
           Regulation S-K).                                               -

     99.A  Description of Common Stock                                  68-71

     99.B  KU's Form 10-K for the year ended December 31, 1995          72-177


         Note - Exhibit numbers 10.A through 10.S are management contracts
         or  compensatory plans  or arrangements required  to be  filed as
         exhibits to this Form 10-K.








                                        -15-
<PAGE>
         The  following instruments defining the  rights of holders of certain
         long-term  debt of  KU have  not been  filed with the  Securities and
         Exchange  Commission  but will  be furnished  to the  Commission upon
         request.

            1.   Loan  Agreement dated as  of May 1, 1990, between  KU and the
                 County of  Mercer, Kentucky,  in connection  with $12,900,000
                 County   of  Mercer,  Kentucky,  Collateralized  Solid  Waste
                 Disposal  Facility Revenue Bonds (KU  Project) 1990 Series A,
                 due May 1, 2010 and May 1, 2020.

            2.   Loan Agreement  dated as of  May 1, 1991 between  KU and  the
                 County of  Carroll, Kentucky, in connection  with $96,000,000
                 County of Carroll, Kentucky, Collateralized Pollution Control
                 Revenue Bonds (KU  Project) 1992 Series A,  due September 15,
                 2016.

            3.   Loan Agreement dated as of August 1, 1992 between KU and  the
                 County  of Carroll, Kentucky,  in connection  with $2,400,000
                 County of Carroll, Kentucky, Collateralized Pollution Control
                 Revenue  Bonds (KU  Project) 1992  Series C,  due February 1,
                 2018.

            4.   Loan Agreement dated as of August 1, 1992 between KU and  the
                 County of Muhlenberg, Kentucky, in connection with $7,200,000
                 County  of  Muhlenberg,  Kentucky,  Collateralized  Pollution
                 Control  Revenue  Bonds  (KU  Project)  1992  Series A,   due
                 February 1, 2018.

            5.   Loan Agreement dated as of August 1, 1992 between KU and  the
                 County  of Mercer,  Kentucky,  in connection  with $7,400,000
                 County  of Mercer, Kentucky, Collateralized Pollution Control
                 Revenue  Bonds (KU  Project) 1992  Series A, due  February 1,
                 2018.

            6.   Loan Agreement dated as of August 1, 1992 between KU and  the
                 County  of Carroll, Kentucky, in  connection with $20,930,000
                 County of Carroll, Kentucky, Collateralized Pollution Control
                 Revenue  Bonds (KU  Project) 1992  Series B,  due February 1,
                 2018.

            7.   Loan Agreement dated  as of December 1, 1993,  between KU and
                 the  County  of   Carroll,  Kentucky,   in  connection   with
                 $50,000,000 County of Carroll, Kentucky, Collateralized Solid
                 Waste  Disposal Facilities  Revenue  Bonds (KU  Project) 1993
                 Series A due December 1, 2023.




                                        -16-
<PAGE>

            8.   Loan Agreement dated as  of November 1, 1994, between KU  and
                 the  County   of  Carroll,  Kentucky,   in  connection   with
                 $54,000,000 County of Carroll, Kentucky, Collateralized Solid
                 Waste  Disposal Facilities  Revenue Bonds  (KU  Project) 1994
                 Series A due November 1, 2024.


     (B) No reports  on Form 8-K  were filed by  the Company  during the  last
         quarter of 1995.
























                                        -17-
<PAGE>
<TABLE>

                                                                                    SCHEDULE II

                                KU ENERGY CORPORATION & SUBSIDIARIES


                                  VALUATION AND QUALIFYING ACCOUNTS



<CAPTION>

     Year Ended December 31,                                            1995     1994     1993
                                                                                 (in thousands)

     Accumulated Provision for Uncollectible Accounts Receivable


<S>                                                                  <C>      <C>      <C>
     Balance at beginning of year                                    $  457   $   923  $ 1,033

     Balance at end of year                                          $  455   $   457  $   923




     ____________

     Note-Other valuation and qualifying accounts are not significant.
</TABLE>

















                                                -18-
<PAGE>

                      REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS



     To KU Energy Corporation & Subsidiaries:


     We  have   audited,  in  accordance  with   generally  accepted  auditing
     standards, the  consolidated financial  statements included in  KU Energy
     Corporation's Annual Report to  Shareholders incorporated by reference in
     this Form 10-K and have issued our report thereon dated January 29, 1996.
     Our  audits were  made for  the purpose  of forming  an opinion  on those
     statements taken as a whole.  The schedule listed in Item 14(a)(2) is the
     responsibility of KU Energy Corporation's management and is presented for
     purposes of complying with the Securities and Exchange Commission's rules
     and is not  part of the  basic financial statements.   This schedule  has
     been subjected to the  auditing procedures applied  in the audits of  the
     basic financial statements  and, in  our opinion, fairly  states, in  all
     material respects, the financial data required to be set forth therein in
     relation to the basic financial statements taken as a whole.




                                               /s/ Arthur Andersen LLP
                                               Arthur Andersen LLP

     Chicago, Illinois

     January 29, 1996








                                        -19-
<PAGE>

                                     SIGNATURES


        Pursuant to the requirements of  Section 13 or 15(d) of the Securities
     Exchange Act  of 1934, the registrant  has duly caused this  report to be
     signed on its behalf by the undersigned, thereunto duly authorized, on
     March 8, 1996.


                                          KU ENERGY CORPORATION

                                          /s/ Michael R. Whitley
                                          Michael R. Whitley
                                          Chairman and President


        Pursuant to the requirements of  the Securities Exchange Act  of 1934,
     this  report has been signed below by  the following persons on behalf of
     the registrant in the capacities and on the date indicated.


        Signature                         Title

        /s/ Michael R. Whitley
        Michael R. Whitley       Chairman and President (Principal Executive
                                 Officer) and Director
        /s/ O. M. Goodlett
        O. M. Goodlett           Senior Vice-President (Principal Financial
                                 Officer)
        /s/ Michael D. Robinson
        Michael D. Robinson      Controller (Principal Accounting Officer)

        /s/ Mira S. Ball
        Mira S. Ball             Director

        /s/ Harry M. Hoe
        Harry M. Hoe             Director

        /s/ Milton W. Hudson
        Milton W. Hudson         Director

        /s/ John T. Newton
        John T. Newton           Director

        /s/ Frank V. Ramsey, Jr.
        Frank V. Ramsey, Jr.     Director

        /s/ Warren W. Rosenthal
        Warren W. Rosenthal      Director

        /s/ William L Rouse, Jr.
        William L. Rouse, Jr.    Director

        /s/ Charles L. Shearer
        Charles L. Shearer       Director

        /s/ Lee T. Todd, Jr.
        Lee T. Todd, Jr.         Director


     March 8, 1996

                                          -20-