EXHIBIT 99.06

                    CAUTIONARY STATEMENTS - KU ENERGY AND KU


   The  following  are  cautionary  statements, assumptions and other factors
   that could cause the Company's or KU's actual results to differ materially
   from  those  contemplated  in  any  forward  looking statements within the
   meaning of the Private Securities Litigation Reform Act of 1995.

    1.  Increased  competition  in the utility industry including effects of:
        decreasing  margins  as  a  result of competitive pressures; industry
        restructuring  initiatives; inability to recover in rates a return on
        investments  made  under  regulation;  legislation  or  regulatory
        initiatives  (such  as  retail  wheeling  or open access) designed to
        increase  competition  and  the  presence of new competitors entering
        KU's  service  territory,  including  other  traditional  utilities,
        nonutility  generators,  power  marketers,  power brokers and others.
        These factors could result in lower revenues and earnings.

    2.  Economic conditions affecting customers  businesses producing changes
        in  demand  for  their  products or services or changes in their cost
        structures  causing  fluctuations  in  the amount of energy purchased
        from  KU.    These  factors  could  have  a significant impact on the
        economic health of KU's service territory, which (in turn) could have
        an adverse impact on revenues and earnings.

    3.  Increased capital and other costs of providing for increased customer
        demand  (through  addition  of  peaking capacity or purchased power).
        Increased  costs  not  recovered from customers could result in lower
        earnings.

    4.  Financial  or regulatory accounting principles or policies imposed by
        the Financial Accounting Standards Board, the Securities and Exchange
        Commission,  the  Federal Energy Regulatory Commission and applicable
        state  utility  regulatory  bodies.    These  could  adversely affect
        reported results.

    5.  Availability  or  cost  of  capital, which may be affected by, or may
        affect, interest rates, market perceptions of the utility and energy-
        related industries, the Company or any of its subsidiaries or changes
        in  security  ratings  of  the  Company  or KU.  Increases in capital
        costs,  without  corresponding increases in revenues, would adversely
        affect earnings.

    6.  Unusual  weather  conditions;  catastrophic  weather-related  events;
        unscheduled  generation outages; unanticipated changes in the cost or
        availability of fuel or gas supply due to higher demand, shortages or
        transportation  problems;  or  electric  transmission  system  or gas
        pipeline constraints.  The foregoing could adversely affect operating
        results.

    7.  Economic conditions including significant fluctuations in the rate of
        inflation.    Increased  costs  caused  by  inflation,  without
        corresponding increases in revenues would adversely affect earnings.



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    8.  Changes  in  monetary,  fiscal,  tax  or  environmental  policies  of
        governments  or governmental agencies, which may significantly affect
        costs of capital, expense levels or costs of compliance with existing
        or  future  environmental  requirements.    Such  increases in costs,
        without  corresponding  increases in revenues, would adversely affect
        earnings.

    9.  Employee workforce factors including changes in collective bargaining
        agreements  with  union  employees,  or  work  stoppages,  which  may
        increase costs or reduce revenues.

   10.  Significant  changes  in  policies  of  regulatory  agencies  with
        jurisdiction over KU's rates, which may adversely affect revenues and
        earnings.

   11.  Costs  and  other  effects  of  legal and administrative proceedings,
        settlements,  investigations and claims, including but not limited to
        those  described  in  Notes  4  and  9  of  the Notes to Consolidated
        Financial  Statements  in  the  Company's  and KU's Annual Report on
        Form 10-K for the year ended December 31, 1996.

   Neither the Company nor KU undertakes any obligation to publicly update or
   revise  any  forward-looking  statements,  whether  as  a  result  of  new
   information, future events or otherwise.








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