<PAGE>

                                                                   Exhibit 10.57



                        RESOLUTIONS OF THE BOARD OF DIRECTORS
                                 OF LG&E ENERGY CORP.

                      RE: AMENDMENT OF NONQUALIFIED SAVINGS PLAN

                                  DECEMBER 6, 1995

THE COMPANY DESIRES TO AMEND THE LG&E ENERGY CORP. NONQUALIFIED SAVINGS PLAN
(THE "PLAN") TO ADD PROVISIONS FOR THE REIMBURSEMENT OF PARTICIPANT EXPENSES AND
PROVISIONS CONCERNING A CHANGE IN CONTROL.  THE FOLLOWING RESOLUTIONS AUTHORIZE
AND APPROVE THESE AMENDMENTS.

    WHEREAS, LG&E Energy Corp. (the "Company"), adopted the LG&E Energy
    Corp. Nonqualified Savings Plan (hereinafter referred to as the
    "Plan") effective January 1, 1992; and

    WHEREAS, the Company reserved the right in Article 11 of the Plan to
    amend the Plan by action of its Board of Directors; and

    WHEREAS, the Company is now desirous of amending the Plan to make
    certain substantive and technical changes therein;

    NOW, THEREFORE, BE IT RESOLVED, that the Plan is amended, effective
    January 1, 1995, as follows:

    1.   Article 11 is hereby amended by the addition of the following
         Section 11.10 at the conclusion thereof, to read as follows:

         "Section 11.10  REIMBURSEMENT OF PARTICIPANT EXPENSES.  Upon
         submission of proper documentation, the Company and any successor
         employer shall reimburse a Participant for all reasonable legal
         fees and expenses actually incurred in the enforcement or
         attempted enforcement of rights under this Plan, without regard
         to the success of any such attempt."

    2.   The Plan is amended by the addition of the following Article 12
         at the conclusion thereof, to read as follows:



<PAGE>

                                     "ARTICLE 12

                      PROVISIONS CONCERNING A CHANGE IN CONTROL


         "Section 12.1  DEFINITION.  For purposes of this Plan, a 'Change
         in Control' shall mean the occurrence of any of the following
         events:

              "(1) an acquisition (other than directly from the Company)
                   of any securities of the Company entitled generally to
                   vote on the election of directors ('Voting Securities')
                   by any 'Person' (as the term is used for purposes of
                   Section 13(d) or 14(d) of the Securities Exchange Act
                   of 1934, as amended) (the '1934 Act') immediately after
                   which such Person has Beneficial Ownership (within the
                   meaning of Rule 13d-3 promulgated under the 1934 Act)
                   of fifteen percent (15%) or more of the combined voting
                   power of the Company's then outstanding Voting
                   Securities; provided, however, in determining whether a
                   Change in Control has occurred, Voting Securities which
                   are acquired in a 'Non-Control Acquisition' (as
                   hereinafter defined) shall not constitute an
                   acquisition which would cause a Change in Control.  A
                    Non-Control Acquisition' shall mean an acquisition by
                   (1) an employee benefit plan (or a trust forming a part
                   thereof) maintained by (a) the Company, or (b) any
                   corporation or other Person of which a majority of its
                   voting power or its equity securities or equity
                   interest is owned directly or indirectly by the
                   Company, or (2) the Company or any subsidiary.

              "(2) the individuals who are members of the Board cease for
                   any reason to constitute at least two-thirds (2/3) of
                   the Board; provided, however, that if the election or
                   nomination for election by the Company's stockholders,
                   of any new director was approved by a vote of at least
                   two-thirds (2/3) of the incumbent Board, such new
                   director shall, for purposes of this Plan, be
                   considered as a member of the incumbent Board;
                   provided, further, however, that no individual shall be
                   considered a member of the incumbent Board if such
                   individual initially assumed office as a result of
                   either an actual or threatened 'Election Contest' (as
                   described in Rule 14a-11 promulgated under the 1934
                   Act) or other actual or threatened solicitation of
                   proxies or

                                          2

<PAGE>

                   consents by or on behalf of a Person other than the Board (a
                   'Proxy Contest') including by reason of an agreement
                   intended to avoid or settle any Election Contest or Proxy
                   Contest; or

              "(3) Approval by stockholders of the Company of (1) a
                   merger, consolidation or reorganization involving the
                   Company, unless (i) the stockholders of the Company
                   immediately before such merger, consolidation or
                   reorganization, own, directly or indirectly,
                   immediately following such merger, consolidation or
                   reorganization, at least seventy-five percent (75%) of
                   the combined voting power of the outstanding voting
                   securities of the corporation resulting from such
                   merger, consolidation or reorganization (the 'Surviving
                   Corporation') in substantially the same proportion as
                   their ownership of the Voting Securities immediately
                   before such merger, consolidation or reorganization,
                   and (ii) the individuals who were members of the
                   incumbent Board immediately prior to the execution of
                   the agreement providing for such merger, consolidation
                   or reorganization constitute at least two-thirds (2/3)
                   of the members of the board of directors of the
                   Surviving Corporation; (2) a complete liquidation or
                   dissolution of the Company; or (3) an agreement for the
                   sale or other disposition of all or substantially all
                   of the assets of the Company to any Person (other than
                   a transfer to a subsidiary.)

              "Notwithstanding the preceding clauses (1), (2) and (3), a
              Change in Control shall not be deemed to occur solely
              because any Person (the 'Subject Person') acquired
              Beneficial Ownership of more than the permitted amount of
              the outstanding Voting Securities as a result of the
              acquisition of Voting Securities by the Company which, by
              reducing the number of Voting Securities outstanding,
              increases the proportional number of shares Beneficially
              Owned by the Subject Person, provided that if a Change in
              Control would occur (but for the operation of this sentence)
              as a result of the acquisition of Voting Securities by the
              Company, and after such acquisition by the Company, the
              Subject Person becomes the Beneficial Owner of any
              additional Voting Securities which increases the percentage
              of the then outstanding Voting Securities Beneficially Owned
              by the Subject Person, then a Change in Control shall occur.

                                          3

<PAGE>

         "Section 12.2  RESTRICTIONS.  Upon the occurrence of a Change in
         Control, no reductions may be made in the interest credited to a
         Participant's Bookkeeping Account.  Further, no changes may be
         made in the form or timing of Plan distributions upon the
         occurrence of a Change in Control."

    FURTHER RESOLVED, that the officers of the Company be and they are
    hereby authorized, directed and empowered to do any and all things and
    acts necessary or in their judgment advisable in order to carry out
    the tenor and effect of the foregoing resolutions.

                                          4