**EXHIBIT 24**

 

**POWER OF ATTORNEY**

 

 

 

**WHEREAS**, KENTUCKY UTILITIES COMPANY, a Kentuckycorporation, is to file with the Securities and Exchange Commission, under theprovisions of the Securities Exchange Act of 1934, as amended, its AnnualReport on Form 10-K for the year ended December 31, 2002 (the 2002 Form 10-K);and

 

**WHEREAS**, each of the undersigned holds theoffice or offices in KENTUCKY UTILITIES COMPANY set opposite his name;

 

**NOW, THEREFORE**, each of the undersigned herebyconstitutes and appoints JOHN R. MCCALL, RICHARD AITKEN-DAVIES and S. BRADFORDRIVES, and each of them, individually, his attorney, with full power to act forhim and in his name, place, and stead, to sign his name in the capacity orcapacities set forth below to the 2002 Form 10-K and to any and all amendmentsto such 2002 Form 10-K and hereby ratifies and confirms all that said attorneymay or shall lawfully do or cause to be done by virtue hereof.

 

**IN WITNESS WHEREOF**, the undersigned have hereunto set theirhands and seals as this 10th day of March, 2003.

 

 
| /s/ Victor A. Staffieri                         |   | /s/ Michael Söhlke                             |
|-------------------------------------------------|--------|-----------------------------------------------------|
| VICTOR A. STAFFIERI                             |   | MICHAEL SÖHLKE                                 |
| Chairman, President and Chief Executive Officer |   | Director                                            |
| (Principal  Executive Officer)                  |   |                                                |
|                                            |   |                                                |
|                                            |   |                                                |
| /s/ Edmund A. Wallis                            |   | /s/ Richard Aitken-Davies                           |
| EDMUND A. WALLIS                                |   | RICHARD AITKEN-DAVIES                               |
| Director                                        |   | Chief  Financial Officer                            |
|                                            |   | (Principal  Financial Officer)                      |
|                                            |   |                                                |
|                                            |   |                                                |
|                                            |   | /s/ S. Bradford Rives                               |
|                                            |   | S. BRADFORD RIVES                                   |
|                                            |   | Senior Vice President — Finance and Controller |
|                                            |   | (Principal  Accounting Officer)                     |

 

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**POWER OF ATTORNEY**

 

**WHEREAS**, LOUISVILLE GAS AND ELECTRIC COMPANY, aKentucky corporation, is to file with the Securities and Exchange Commission,under the provisions of the Securities Exchange Act of 1934, as amended, itsAnnual Report on Form 10-K for the year ended December 31, 2002 (the 2002 Form10-K); and

 

**WHEREAS**, each of the undersigned holds theoffice or offices in LOUISVILLE GAS AND ELECTRIC COMPANY set opposite his name;

 

**NOW, THEREFORE**, each of the undersigned herebyconstitutes and appoints JOHN R. MCCALL, RICHARD AITKEN-DAVIES and S. BRADFORDRIVES, and each of them, individually, his attorney, with full power to act forhim and in his name, place, and stead, to sign his name in the capacity orcapacities set forth below to the 2002 Form 10-K and to any and all amendmentsto such 2002 Form 10-K and hereby ratifies and confirms all that said attorneymay or shall lawfully do or cause to be done by virtue hereof.

 

**IN WITNESS WHEREOF**, the undersigned have hereunto set theirhands and seals as of this        day of March, 2003.

 

 
| /s/ Victor A. Staffieri        |   | /s/ Michael Söhlke                             |
|--------------------------------|--------|-----------------------------------------------------|
| VICTOR A. STAFFIERI            |   | MICHAEL SÖHLKE                                 |
| Chairman, President and Chief  |   | Director                                            |
| Executive  Officer             |   |                                                |
| (Principal  Executive Officer) |   |                                                |
|                           |   |                                                |
|                           |   |                                                |
| /s/ Edmund A. Wallis           |   | /s/ Richard Aitken-Davies                           |
| EDMUND A. WALLIS               |   | RICHARD AITKEN-DAVIES                               |
| Director                       |   | Chief  Financial Officer                            |
|                           |   | (Principal Financial Officer)                       |
|                           |   |                                                |
|                           |   |                                                |
|                           |   | /s/ S. Bradford Rives                               |
|                           |   | S. BRADFORD RIVES                                   |
|                           |   | Senior Vice President — Finance and Controller |
|                           |   | (Principal  Accounting Officer)                     |

 

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