Form 10-Q
                  SECURITIES AND EXCHANGE COMMISSION
                        WASHINGTON, D.C.  20549
                     ____________________________
                                   
         [X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                OF THE SECURITIES EXCHANGE ACT OF 1934
                                   
           For the quarterly period ended September 30, 1996
                                   
                                  OR
                                   
        [  ]  TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d)
                OF THE SECURITIES EXCHANGE ACT OF 1934
                                   
                For the transition period from      to
                                   
                     Commission file number 1-707
                                   
                   KANSAS CITY POWER & LIGHT COMPANY
        (Exact name of registrant as specified in its charter)
                                   
                                   
            Missouri                              44-0308720
 (State or other jurisdiction of               (I.R.S. Employer
 incorporation or organization)              Identification No.)
                                   
                                   
            1201 Walnut, Kansas City, Missouri   64106-2124
         (Address of principal executive offices)   (Zip Code)
                                   
  Registrant's telephone number, including area code: (816) 556-2200


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 ( )

The  number of shares outstanding of the registrant's Common stock  at
November 5, 1996, was 61,904,744 shares.


<PAGE>

PART I - FINANCIAL INFORMATION
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS

KANSAS CITY POWER & LIGHT COMPANY
CONSOLIDATED BALANCE SHEETS
(thousands of dollars)
                                                    September 30   December 31
                                                        1996          1995
ASSETS

UTILITY PLANT, at original cost
 Electric                                             $3,452,362    $3,388,538
 Less-accumulated depreciation                         1,216,628     1,156,115
    Net utility plant in service                       2,235,734     2,232,423
 Construction work in progress                            68,831        72,365
 Nuclear fuel, net of amortization of
   $79,330 and $81,452                                    45,220        54,673
    Total                                              2,349,785     2,359,461

REGULATORY ASSET - DEFERRED WOLF CREEK COSTS               2,220         8,880

REGULATORY ASSET - RECOVERABLE TAXES                     123,000       123,000

INVESTMENTS AND NONUTILITY PROPERTY                      211,736       166,751

CURRENT ASSETS
 Cash and cash equivalents                                23,229        28,390
 Customer accounts receivable, net of allowance
  for doubtful accounts of $1,654 and $1,574              42,593        32,830
 Other receivables                                        27,563        31,838
 Fuel inventories, at average cost                        19,540        22,103
 Materials and supplies, at average cost                  46,489        47,175
 Deferred income taxes                                     2,621         5,947
 Other                                                     1,116         5,179
    Total                                                163,151       173,462

DEFERRED CHARGES
 Regulatory assets
   Settlement of fuel contracts                           10,575        13,007
   KCC Wolf Creek carrying costs                           2,052         4,104
   Other                                                  18,789        21,231
 Other deferred charges                                   14,564        12,610
    Total                                                 45,980        50,952

    Total                                             $2,895,872    $2,882,506

CAPITALIZATION AND LIABILITIES
CAPITALIZATION
 Common stock-authorized 150,000,000 shares
   without par value-61,908,726 shares issued-
   stated value                                         $449,697      $449,697
 Retained earnings                                       462,171       449,966
 Unrealized gain on securities available for sale          6,938             0
 Capital stock premium and expense                        (1,714)       (1,725)
         Common stock equity                             917,092       897,938
Cumulative preferred stock                                89,000        89,000
Cumulative redeemable preferred stock                      1,276         1,436
Long-term debt                                           834,136       835,713
     Total                                            $1,841,504    $1,824,087
CURRENT LIABILITIES
 Notes payable to banks                                        0             0
 Commercial paper                                         35,000        19,000
 Current maturities of long-term debt                     46,591        73,803
 Accounts payable                                         45,982        52,506
 Accrued taxes                                            67,062        39,726
 Accrued interest                                         13,283        16,906
 Accrued payroll and vacations                            22,648        22,764
 Accrued refueling outage costs                            4,547        13,563
 Other                                                    10,958        11,787
     Total                                               246,071       250,055

DEFERRED CREDITS AND OTHER LIABILITIES
 Deferred income taxes                                   650,056       648,374
 Deferred investment tax credits                          68,164        71,270
 Other                                                    90,077        88,720
    Total                                                808,297       808,364

COMMITMENTS AND CONTINGENCIES

   Total                                              $2,895,872    $2,882,506

The accompanying Notes to Consolidated Financial Statements are an integral
part of these statements.

<PAGE>

<TABLE>

KANSAS CITY POWER & LIGHT COMPANY
CONSOLIDATED STATEMENTS OF INCOME
<CAPTION>
                                     Three Months Ended              Year to Date              Twelve Months Ended
                                          September 30                 September 30                 September 30
                                     1996         1995            1996         1995            1996         1995
                                                               (thousands of dollars)

<S>                               <C>          <C>             <C>          <C>             <C>          <C>
ELECTRIC OPERATING REVENUES        $ 270,202    $ 277,670       $ 703,031    $ 681,881       $ 907,105    $ 873,979

OPERATING EXPENSES
 Operation
   Fuel                               37,266       36,113         104,135      103,877         139,629      132,012
   Purchased power                    14,261       16,387          40,786       30,705          48,864       38,366
   Other                              44,216       42,823         133,234      136,307         175,526      178,678
 Maintenance                          16,601       15,876          54,039       59,054          73,424       76,764
 Depreciation                         26,992       24,325          76,569       72,679         101,115       96,678
 Taxes
   Income                             33,429       40,039          65,769       63,579          79,252       78,465
   General                            27,457       27,509          75,269       74,047          98,043       96,599
 Deferred Wolf Creek costs
   amortization                        2,904        3,152           8,712        9,703          11,616       12,978
    Total                            203,126      206,224         558,513      549,951         727,469      710,540

OPERATING INCOME                      67,076       71,446         144,518      131,930         179,636      163,439

OTHER INCOME
 Allowance for equity funds
  used during construction               418          757           1,535        1,497           2,317        1,851
 Miscellaneous income                  2,154       (1,249)          4,843        7,806           5,660        8,250
 Miscellaneous deductions            (33,865)      (3,503)        (48,578)      (9,408)        (50,271)     (11,197)
 Income taxes                         14,678        3,786          29,144        7,521          31,882        9,801
    Total                            (16,615)        (209)        (13,056)       7,416         (10,412)       8,705


INCOME BEFORE INTEREST CHARGES        50,461       71,237         131,462      139,346         169,224      172,144

INTEREST CHARGES
 Long-term debt                       13,097       13,315          39,726       38,538          53,372       50,590
 Short-term debt                         527          (33)          1,141        1,058           1,272        1,214
 Miscellaneous                         1,128          744           3,620        2,001           4,731        2,810
 Allowance for borrowed funds
  used during construction              (500)        (445)         (1,431)      (1,490)         (1,904)      (1,718)
    Total                             14,252       13,581          43,056       40,107          57,471       52,896

PERIOD RESULTS
 Net income                           36,209       57,656          88,406       99,239         111,753      119,248
 Preferred stock
  dividend requirements                  948          991           2,840        3,039           3,812        3,974
 Earnings available for
  common stock                        35,261       56,665          85,566       96,200         107,941      115,274

Average number of common
 shares outstanding                   61,902       61,902          61,902       61,902          61,902       61,902
Earnings per common share              $0.57        $0.91           $1.38        $1.55           $1.74        $1.86
Cash dividends per
 common share                         $0.405       $0.390          $1.185       $1.150          $1.575       $1.530
<F1>
The accompanying Notes to Consolidated Financial Statements are an integral part of these statements.

</TABLE>


<PAGE>

KANSAS CITY POWER & LIGHT COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(thousands of dollars)
                                          Year to Date     Twelve Months Ended
                                            September 30         September 30
                                         1996      1995       1996      1995

CASH FLOWS FROM OPERATING ACTIVITIES
 Net income                            $ 88,406  $ 99,239   $111,753  $119,248
 Adjustments to reconcile net income
  to net cash from operating
    activities:
 Depreciation                            76,569    72,679    101,115    96,678
 Amortization of:
  Nuclear fuel                           10,884    10,888     14,675    13,283
  Deferred Wolf Creek costs               8,712     9,703     11,616    12,978
  Other                                   4,104     6,150      6,106     8,345
 Deferred income taxes (net)                608   (15,139)    12,479    (2,159)
 Deferred investment tax credit
   amortization and reversals            (3,106)  (10,524)    (4,152)  (11,610)
 Deferred merger costs                        0         0          0         0
 Allowance for equity funds used
   during construction                   (1,535)   (1,497)    (2,317)   (1,851)
 Cash flows affected by changes in:
  Receivables                            (5,488)  (23,908)       869   (12,749)
  Fuel inventories                        2,563    (3,489)       519    (5,412)
  Materials and supplies                    686       175     (1,711)   (1,078)
  Accounts payable                       (6,524)  (26,228)    (1,276)    5,611
  Accrued taxes                          27,336    80,601    (38,223)   40,728
  Accrued interest                       (3,623)   (3,014)     4,088       136
  Wolf Creek refueling outage
    accrual                              (9,016)    8,920     (6,493)    1,585
 Pension and postretirement benefit
     obligations                         (2,399)   (5,835)      (740)   (3,680)
 Other operating activities               9,452       626     13,151    (6,936)
  Net cash from operating
   activites                            197,629   199,347    221,459   253,117

CASH FLOWS FROM INVESTING ACTIVITIES
 Utility capital expenditures           (76,624)  (89,390)  (121,304) (125,073)
 Allowance for borrowed funds used
   during construction                   (1,431)   (1,490)    (1,904)   (1,718)
 Purchases of investments               (15,557)  (37,811)   (34,505)  (64,975)
 Purchases of nonutility property       (15,380)        0    (15,380)        0
 Other investing activities              (4,445)    3,763        838     4,425
  Net cash used in investing
   activities                          (113,437) (124,928)  (172,255) (187,341)

CASH FLOWS FROM FINANCING ACTIVITIES
 Issuance of long-term debt              25,441    90,834     45,662   138,287
 Repayment of long-term debt            (54,230)  (33,428)   (54,230)  (86,428)
 Net change in short-term borrowings     16,000   (32,000)    35,000    (1,000)
 Dividends paid                         (76,201)  (74,243)  (101,316)  (98,657)
 Other financing activities                (363)      464      2,646       197
  Net cash used in financing
   activities                           (89,353)  (48,373)   (72,238)  (47,601)
NET CHANGE IN CASH AND CASH
    EQUIVALENTS                          (5,161)   26,046    (23,034)   18,175

CASH AND CASH EQUIVALENTS AT BEGINNING
    OF PERIOD                            28,390    20,217     46,263    28,088

CASH AND CASH EQUIVALENTS AT END
    OF PERIOD                           $23,229   $46,263    $23,229   $46,263

CASH PAID DURING THE PERIOD FOR:
Interest (net of amount capitalized)    $45,560   $41,867    $51,893   $51,431
Income taxes                            $40,739   $23,074    $84,718   $41,537

The accompanying Notes to Consolidated Financial Statements are an integral
part of these statements.


<PAGE>
KANSAS CITY POWER & LIGHT COMPANY
CONSOLIDATED STATEMENTS OF RETAINED EARNINGS
(thousands of dollars)
                                          Year to Date     Twelve Months Ended
                                            September 30         September 30
                                         1996      1995       1996      1995


Beginning balance                      $449,966  $426,738   $451,734  $431,143

Net income                               88,406    99,239    111,753   119,248
                                        538,372   525,977    563,487   550,391
Dividends declared                       76,201    74,243    101,316    98,657

Ending balance                         $462,171  $451,734   $462,171  $451,734

The accompanying Notes to Consolidated Financial Statements are an integral
part of these statements.


KANSAS CITY POWER & LIGHT COMPANY
Notes to Consolidated Financial Statements

      In  management's  opinion,  the consolidated  interim  financial
statements   reflect  all  adjustments  (which  include  only   normal
recurring  adjustments) necessary to present  fairly  the  results  of
operations  for  the interim periods presented.  These statements  and
notes  should be read in connection with the financial statements  and
related notes included in our 1995 annual report on Form 10-K.

1.             AGREEMENT AND PLAN OF MERGER WITH UTILICORP UNITED INC.

      On  September  18,  1996, KCPL terminated  a  definitive  merger
agreement with UtiliCorp United Inc. (UtiliCorp) due to the failure of
KCPL  shareholders  to  approve  the  shares  issuance  necessary   to
consummate  the  merger.   As  a  result  of  terminating  the  merger
agreement, $13 million in previously deferred merger costs  and  a  $5
million  termination  fee  were expensed.  See  discussion  of  merger
related legal proceedings in Part II - Other Information.

2.             CONDITIONAL HOSTILE BID BY WESTERN RESOURCES, INC.

      During  the  second  quarter of 1996,  Western  Resources,  Inc.
(Western Resources) delivered an unsolicited proposal to KCPL's  Board
of  Directors  (the  Western Resources Proposal).   In  the  proposal,
Western Resources would acquire all of the outstanding shares of  KCPL
common  stock  in  a stock-for-stock transaction contingent  on  their
ability  to achieve numerous conditions.  This proposal calls  for  an
exchange  of  each  share of KCPL common stock for  Western  Resources
common  stock  valued  at $31.00, subject to a "collar"  limiting  the
amount  of Western Resources common stock that holders of KCPL  common
stock would receive to no more than 1.1 shares, and no less than 0.933
shares,  of  Western  Resources common stock for each  share  of  KCPL
common  stock.   After careful consideration of the Western  Resources
Proposal, it was rejected by KCPL's Board of Directors, who determined
that  it  is  not  in  the best interests of KCPL,  its  shareholders,
employees or customers.

      In  July 1996 Western Resources commenced its exchange offer for
KCPL  common  stock.  Western Resources' proposed  exchange  offer  is
still subject to numerous conditions, including the tender of at least
90%  of  the outstanding shares of KCPL common stock, the availability
of   pooling  of  interests  accounting,  obtaining  shareholder   and
regulatory  approvals,  and  complying  with  certain  laws  that  may
prohibit  the  proposed transaction.  The KCPL Board  has  recommended
that  KCPL  shareholders reject Western Resources' exchange offer  and
not tender their shares.

      The  terminated  UtiliCorp  merger  agreement  included  certain
termination  provisions which would require an additional  payment  to
UtiliCorp  by KCPL of $53 million upon the signing of an agreement  to
combine or the closing of a combination with Western Resources  within
two   and  one-half  years  from  the  termination  of  the  UtiliCorp
agreement.

      Through September 30, 1996, about $13 million in costs to defend
against this unsolicited proposal, including costs to explain to  KCPL
shareholders  why  the Board of Directors rejected  this  offer,  were
expensed.

3.             MISSOURI STIPULATION AND AGREEMENT

      During July 1996 the Missouri Public Service Commission approved
a  stipulation  and agreement to implement new pricing structures  for
our  Missouri customers, reduce Missouri annual electric revenues, and
increase depreciation and amortization expense.

      The revenue reduction will take place in two phases.  Phase one,
implemented  in  July  1996,  is  designed  to  reduce  revenues  from
commercial  and  industrial customers by an estimated $9  million  per
year.   The  overall decrease is achieved with an increase  in  summer
revenues offset by a larger decrease in winter revenues.  This  design
more closely follows our increased costs of generating electricity  in
the  summer.  In addition, depreciation and amortization expense  will
increase a total of $9 million per year.

      The second phase, scheduled to take effect January 1, 1997, will
further   reduce  Missouri  residential,  commercial  and   industrial
revenues by an estimated $11 million per year.

4.             SECURITIES AVAILABLE FOR SALE

      KLT  Inc., a wholly-owned subsidiary of KCPL, held a $5  million
investment  in  convertible preferred stock.  In  September  1996  the
investee company completed a public offering triggering conversion  of
the preferred stock into common stock.  As a result of the conversion,
the  carrying  value  of  the investment at September  30,  1996,  was
adjusted  to  its  market value of $16.3 million.  The  $11.3  million
increase  in market value over original cost results in an  unrealized
gain at September 30, 1996, of $6.9 million (net of deferred taxes  of
$4.4 million).

5.             CAPITALIZATION

      From January 1 to September 30, 1996, KCPL repaid $47 million in
medium-term notes (notes).  From October 1 through November  5,  1996,
KCPL borrowed an additional $50 million in notes decreasing the amount
of  registered  but unissued notes from $98 million at  September  30,
1996, to $48 million.

     KLT Inc. amended its long-term revolving line of credit agreement
during  the  second  quarter of 1996.  The agreement  was  revised  to
extend  the  maturity date to 1999 and increase the amount  of  credit
available  to  $150  million.   The other  significant  terms  of  the
agreement were not changed.  As of September 30, 1996, $43 million had
been  borrowed against this line.  From October 1 through November  5,
1996, an additional $3 million was borrowed against this line.

6.             SUBSEQUENT EVENT

      On  October 22, 1996, heavy snow caused roughly 175,000 customer
outages  throughout  the  KCPL  service  territory.   Early  estimates
indicate  the costs to repair damage from this storm could exceed  $10
million. The Company plans on filing requests with the Missouri Public
Service  Commission and the Kansas Corporation Commission for approval
to  defer incremental storm expenses and amortize the deferral over  a
five year period.


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS


REGULATION AND COMPETITION

     As competition develops throughout the electric utility industry,
we  are positioning Kansas City Power & Light Company (KCPL) to  excel
in  an  open  market.  We're improving the efficiency of  KCPL's  core
utility   operations  and  creating  growth  through  its  unregulated
subsidiary.  As competition presents new opportunities, we  will  also
consider  various  strategies  including  partnerships,  acquisitions,
combinations,  additions to or dispositions of service territory,  and
restructuring wholesale and retail businesses.

     Competition in the electric utility industry was accelerated with
the  National Energy Policy Act of 1992.  This gave the Federal Energy
Regulatory  Commission  (FERC)  the  authority  to  require   electric
utilities  to  provide transmission line access to  independent  power
producers  (IPPs)  and  other utilities (wholesale  wheeling).   KCPL,
already active in the wholesale wheeling market, was one of the  first
utilities  to  receive  FERC's approval of an open-access  tariff  for
wholesale wheeling transactions.  In April 1996 FERC issued  an  order
requiring  all owners of transmission facilities to adopt  open-access
tariffs  and  participate in wholesale wheeling.  KCPL  has  made  the
necessary  filings  to comply with additional terms  required  by  the
April order.

      Certain  states  have also adopted open access requirements  for
utilities'  retail  electric  service,  allowing  competing  suppliers
access  to  their  retail  customers (retail  wheeling).   Many  other
states,  including Kansas, are actively considering  retail  wheeling.
Retail  wheeling provides growth opportunities for low-cost  producers
and  risks  for  higher cost producers, especially  those  with  large
industrial  customers.  The loss of major customers  could  result  in
under-utilized  assets  and place an unfair burden  on  the  remaining
customer  base  or shareholders if an adequate and fair provision  for
recovery of these lost revenues  is not provided.

      Although   Missouri  and Kansas have not yet  authorized  retail
wheeling,  we believe KCPL is positioned well to compete  in  an  open
market  with  its diverse customer mix and pricing strategies.   About
22% of KCPL's retail mwh sales are to industrial customers compared to
the  utility average of about 35%.  KCPL has a flexible rate structure
with industrial rates that are competitively priced within our region.
In addition, long-term contracts are in place or under negotiation for
a  large portion of KCPL's industrial sales. There has not been direct
competition  for  retail  electric service in  our  service  territory
although  there  has  been competition in the bulk  power  market  and
between alternative fuels.

      Increased  competition  could also  force  utilities  to  change
accounting  methods.   Financial  Accounting  Standards  Board  (FASB)
Statement No. 71 _ Accounting for Certain Types of Regulation, applies
to regulated entities whose rates are designed to recover the costs of
providing  service.   An entity's operations could  stop  meeting  the
requirements  of FASB 71 for various reasons, including  a  change  in
regulation or a change in the competitive environment for a  company's
regulated  services.   For  those operations  no  longer  meeting  the
requirements  of  regulatory accounting, regulatory  assets  would  be
written  off. KCPL's regulatory assets will be maintained as  long  as
FASB  71 requirements are met. In a competitive environment,  electric
rates  and therefore asset recoverability would be determined  by  the
market  place.   These rates could be lower than regulated  cost-based
rates.


NONREGULATED OPPORTUNITIES

      In  1992  we  formed KLT Inc. to supplement the  growth  of  our
electric utility operations.  It is a wholly-owned subsidiary pursuing
nonregulated, mainly energy-related business ventures.  KLT's strategy
capitalizes on new market opportunities by combining our expertise  in
energy-related  fields  with  the  knowledge  of  our  joint   venture
partners.   Existing  ventures  include investments  in  domestic  and
international nonregulated power production, energy services, oil  and
gas reserves, and affordable housing limited partnerships.

      KLT  has grown steadily since inception.  We had a total  equity
investment in KLT of $51 million as of September 30, 1996, and  expect
that  investment to grow to about $165 million within  the  next  five
years.  KLT's consolidated assets at September 30, 1996, totaled  $201
million.   Within  the  next five years we expect  KLT's  consolidated
assets  to exceed $500 million, generated through the $165 million  of
equity  investment, subsidiary retained earnings and borrowings.   The
growth  of  KLT  accounts for the majority of the increase  in  KCPL's
consolidated investments and nonutility property.


RESULTS OF OPERATIONS

Three-month         three   months   ended  September   30,   1996,
period:             compared with  three months ended September 30,
                    1995
                    
Nine-month          nine   months    ended  September   30,   1996,
period:             compared with  nine months ended September  30,
                    1995
                    
                    
Twelve-month        twelve    months  ended  September  30,   1996,
period:             compared with twelve months ended September 30,
                    1995


EARNINGS OVERVIEW
                                Earnings Per Share (EPS)
                                 For the Periods Ended
                                      September 30
                               ___________________________               
                               
                                1996      1995    Decrease
                               _____     _____    ________
        Three months ended     $0.57     $0.91     $(0.34)
        Nine months ended      $1.38     $1.55     $(0.17)
        Twelve months ended    $1.74     $1.86     $(0.12)

      Current period earnings decreased significantly due to extremely
mild  weather during the third quarter of 1996 and the termination  of
the  UtiliCorp merger agreement.  Terminating the merger agreement and
continuing to defend against Western Resources' hostile offer  reduced
EPS  for the three-month period by $0.26 and for the nine- and twelve-
month  periods  by $0.31.  In addition, EPS for the  prior  nine-  and
twelve-month periods include a  $0.05 per share gain on  the  sale  of
rail cars.

      Despite  the  unfavorable weather and  merger  related  charges,
continued load growth contributed favorably to EPS in all periods.  In
addition,  a new pricing structure for Missouri customers designed  to
increase  summer  revenues and decrease winter  and  overall  revenues
contributed about $0.05 per share to third-quarter earnings.


MEGAWATT-HOUR (MWH) SALES AND OPERATING REVENUES

Sales and revenue data:
(revenue change in millions)
                       Periods ended September 30, 1996 versus
                                  September 30, 1995
                    Three Months     Nine Months     Twelve Months
                    Mwh  Revenues    Mwh  Revenues    Mwh  Revenues
                                 Increase (decrease)
Retail Sales:                                                      
 Residential       (12)%  $ (11)      1 %   $   3      3 %     $  8
 Commercial        (3) %     (1)      4 %      12      4 %       15
 Industrial         8  %      1       6 %       5      4 %        5
 Other             (4) %      -      (5)%       -     (6)%        -
   Total Retail    (5) %    (11)      3 %      20      3 %       28
Sales for Resale:                                                  
 Bulk Power Sales   46 %      4      (3)%       1      5 %        1
 Other              38 %      -      23 %       -     19 %        -
   Total                     (7)               21                29
 Other revenues               -                 -                 4
   Total Operating                                                 
      Revenues              $(7)             $ 21              $ 33
                             

      In  July 1996 we implemented phase one of a new Missouri pricing
structure  designed to reduce revenues from commercial and  industrial
customers  by an estimated $9 million per year.  The overall  decrease
is  achieved  with an increase in summer revenues offset by  a  larger
decrease  in  winter revenues.  This design more closely  follows  our
increased  costs  of generating electricity in the summer.   This  new
pricing  structure increased third-quarter revenues about $6  million.
In  addition,  depreciation and amortization expense will  increase  a
total  of  $9  million per year. The second phase of this stipulation,
scheduled to take effect January 1, 1997, will further reduce Missouri
residential,  commercial and industrial revenues by an  estimated  $11
million per year.

      During April and May of 1995 the classification of about 600 net
commercial  customers was changed to industrial to more  appropriately
reflect  their  business  operations.   This  change  results  in  the
reclassification of about $680,000 (10,300 mwh sales) from  commercial
to  industrial in each subsequent month.  Prior periods have not  been
restated.

     Extremely mild weather during the third quarter of 1996, compared
with  above  normal  temperatures during  the  same  period  in  1995,
decreased  third-quarter revenues significantly.  Through  the  second
quarter of 1996, year-to-date and twelve-month weather conditions were
above  normal  and favorable compared with the prior  year.   However,
third-quarter conditions were so mild they reduced overall  nine-  and
twelve-month  weather conditions below normal and the comparable  1995
periods.

     Despite unfavorable weather, revenues and mwh sales for the nine-
and  twelve-month  periods  increased due  mainly  to  continued  load
growth.  Load growth consists of higher usage-per-customer as well  as
the  addition  of new customers.  Seasonal revenues also  resulted  in
increased customer accounts receivable at September 30, 1996, compared
with December 31, 1995.

      KCPL has long-term sales contracts with certain major industrial
customers.  These contracts are tailored to meet customers'  needs  in
exchange for their long-term commitment to purchase energy.  Long-term
contracts  are  now in place for a large portion of KCPL's  industrial
sales  and  more  contracts  are under  negotiation.   Overall,  these
contracts tend to reduce the average mwh price of industrial sales.

      Bulk power sales vary with system requirements, generating  unit
and  purchased power availability, fuel costs and the requirements  of
other electric systems.

      Total revenue per mwh sold varies with changes in the mix of mwh
sales among customer classifications and the effect of declining price
per mwh as usage increases.  An automatic fuel adjustment provision is
included in only sales for resale tariffs, which apply to less than 1%
of revenues.

      Future  mwh sales and revenues per mwh will also be affected  by
national  and  local  economies,  weather  and  customer  conservation
efforts.  Competition, including alternative sources of energy such as
natural gas, cogeneration, IPPs and other electric utilities, may also
affect future sales and revenue.


FUEL AND PURCHASED POWER

      Combined  fuel and purchased power expenses for the  three-month
period decreased 2% or $1 million,  despite a 2% increase in total mwh
sales  (total of Retail and Sales for Resale).  The decrease  reflects
approximately $4 million in incremental costs incurred  in  the  third
quarter of 1995 when a fire forced an outage at LaCygne I, a low-cost,
coal-fired  generating  unit.  We replaced  power  by  increasing  the
generation  at higher-cost, coal-fired units and purchasing  power  on
the  wholesale  market.   Damage was covered  by  insurance,  but  the
incremental  fuel and purchased power increased 1995  expenses.   This
decrease is partially offset by additional capacity purchases  in  the
1996 period.  These contracts provide a cost-effective alternative  to
constructing new capacity.

      Combined fuel and purchased power expenses increased 8%  or  $10
million for the nine-month period while total mwh sales increased only
2%.   The additional expense reflects an increase in replacement power
expenses for Wolf Creek's spring 1996 refueling outage (see Wolf Creek
section),  an  increase in capacity purchases and an increase  in  the
charge  for each mwh of power purchased.  These year-to-date increases
are partially offset by the incremental LaCygne fire costs incurred in
the prior year.

      Combined fuel and purchased power expenses increased 11% or  $18
million  for  the twelve-month period while total mwh sales  increased
only  4%.  The additional expense reflects the increase in replacement
power  expenses for Wolf Creek's spring 1996 refueling outage  and  an
increase in capacity purchases.  Also contributing to the increase are
savings  realized  in the prior twelve-month period  when  Wolf  Creek
completed   a  record  short  refueling  outage.   These  twelve-month
increases  are partially offset by the incremental LaCygne fire  costs
incurred in the prior year.

      Overall  fuel  prices varied only slightly  in  all  periods  as
increases in the cost of nuclear fuel were offset by decreases in  the
cost  of  coal.   While nuclear fuel costs remain much less  than  the
price of coal, the cost of nuclear fuel increased about 17% during the
twelve-month period.  Nuclear fuel costs averaged 54% of the price  of
coal  during  the current twelve months compared with 45%  during  the
prior  twelve-month  period.  We expect this  relationship  to  remain
around 55% to 60% through the year 2000. Coal continues to account for
about 75% of generation and nuclear fuel about 25%.

      The  average cost of coal burned decreased in all periods.   Our
coal  procurement strategies continue to provide coal costs well below
the  regional average.  We expect to maintain coal costs at  or  below
1995 levels through the year 2000.


OTHER OPERATION AND MAINTENANCE EXPENSES

      Combined  operations and maintenance expense for the  nine-  and
twelve-month  periods reflect savings realized from Wolf Creek's  1995
and  our  1994 voluntary early retirement programs.  In addition,  the
1995  periods reflect several one-time costs including repairs of  the
June 1995 storm damage, an extended coal plant maintenance outage  and
our  share  of Wolf Creek's voluntary early retirement program  costs.
The  timing of our normal maintenance program also resulted in changes
in maintenance expense between periods.

      We  continue to emphasize new technologies, improved methods and
cost   control.   We  are  changing  processes  to  provide  increased
efficiencies and improved operations.  Through the use of  CellNet,  a
wireless   data  network,  most  of  our  customer  meters   will   be
automatically  read by the end of 1996.  Using this  network,  we  can
provide an expanded line of products and services to customers in most
of  our  service  area.  These types of changes  have  allowed  us  to
assimilate  work performed by those who elected to take  part  in  the
early retirement program.


OTHER INCOME

     Miscellaneous Income
     The  nine  and twelve months ended September 30, 1995, include  a
     net  $5 million gain from the sale of steel railcars, which  were
     replaced  by  leased aluminum cars.  Aluminum cars  are  lighter-
     weight  and  offer  more coal capacity per car,  contributing  to
     lower  delivered  coal prices.  The sale occurred  in  the  first
     quarter  of  1995.   The  third  quarter  of  1995  includes   an
     adjustment  to  reduce this gain from $8 million to  $5  million.
     The  adjustment was based on a re-calculation of  the  cars'  net
     cost.
     
     The 1996 periods also reflect increased miscellaneous income from
     certain subsidiary investments.

     Miscellaneous Deductions
     Miscellaneous  deductions increased in all  periods  due  to  the
     termination  of the UtiliCorp merger agreement and the  continued
     defense  against  Western Resources' hostile offer.   During  the
     third  quarter of 1996, $13 million in previously deferred merger
     costs  and  a  $5  million termination  fee  were  expensed.   In
     addition,  costs  incurred to defend against  Western  Resources'
     unsolicited proposal increased expense in the three-month  period
     by  $8 million, and in the nine- and twelve-month periods by  $13
     million.  (See Notes 1 & 2 to the Financial Statements.)
     
     All periods reflect increased subsidiary operating expenses.

     Income Taxes
     During  the first nine months of 1996, we accrued tax credits  of
     $8.5  million,  or  three-fourths, of  the  total  expected  1996
     credits   related   to   KLT's  affordable  housing   partnership
     investments.   During the first nine months of 1995,  we  accrued
     tax credits of $3.4 million.  Accrued tax credits for the twelve-
     month  period  increased $5 million. The 1995 nine-  and  twelve-
     month periods also reflect the 1995 income tax expense related to
     the  gain on the sale of railcars.  Non-taxable increases in  the
     cash  surrender value of corporate-owned life insurance contracts
     also affect the relationship between miscellaneous deductions and
     income taxes.


INTEREST CHARGES

     Long-term interest expense for the nine- and twelve-month periods
increased   mainly  due  to  increases  in  subsidiary  debt.    These
borrowings  were  used  to  make  additional  subsidiary  investments,
including  affordable  housing  limited partnerships.  The  affordable
housing  partnerships provide tax benefits that more than  offset  the
related interest expense.


WOLF CREEK

      Wolf Creek, one of KCPL's principal generating units, represents
about  18%  of accredited generating capacity.  The plant's  operating
performance has remained strong, contributing about 25% of annual  mwh
generation while operating, on average, above 80% of capacity over the
last  three  years.   It has the lowest fuel cost  of  any  of  KCPL's
generating  units.  The Utility Data Institute, an industry  database,
ranked  Wolf Creek as the third-most economical nuclear plant  in  the
nation, based on 1995 production costs per net mwh generated.

      During 1994 Wolf Creek completed its seventh scheduled refueling
and  maintenance outage in only 47 days, a plant record.   Its  eighth
scheduled  refueling and maintenance outage began  in  early  February
1996  and  was  completed  in April 1996 (64 days).   The  incremental
operating, maintenance and replacement power costs are accrued  evenly
over the unit's operating cycle, normally 18 months.  As actual outage
expenses  are  incurred, the refueling liability and related  deferred
tax asset are reduced.  The eighth outage started one month early when
the  plant  was shut-down after water flow from the cooling  lake  was
restricted  by  ice  buildup on an intake screen.  This  extended  the
length  of  the outage and is the primary reason for the  increase  in
Wolf Creek related replacement power and maintenance expenses for  the
nine- and twelve-month periods.

      Currently, no major equipment replacements are expected, but  an
extended  shut-down  of  Wolf Creek could have a  substantial  adverse
effect  on  KCPL's  business,  financial  condition  and  results   of
operations.   Higher  replacement  power  and  other  costs  would  be
incurred  as  a  result.  Although not expected, an unscheduled  plant
shut-down  could  be  caused  by actions  of  the  Nuclear  Regulatory
Commission  reacting to safety concerns at the plant or other  similar
nuclear   units.   If  a  long-term  shut-down  occurred,  the   state
regulatory commissions could consider reducing rates by excluding  the
Wolf Creek investment from rate base.

     Ownership and operation of a nuclear generating unit exposes KCPL
to  potential retrospective assessments and property losses in  excess
of insurance coverage.


CAPITAL REQUIREMENTS AND LIQUIDITY

      As  of September 30, 1996, KCPL's liquid resources included cash
flows  from operations, $98 million of registered but unissued medium-
term  notes  (notes) and $351 million of unused bank lines of  credit.
The unused lines consist of KCPL's short-term bank lines of credit  of
$244  million  and KLT's long-term revolving line of  credit  of  $107
million.

      Effective  October 1, 1996, KCPL increased its available  short-
term  lines of credit $36 million to $280 million.  Also, from October
1 through November 5, 1996, KCPL borrowed an additional $50 million in
notes  and KLT borrowed an additional $3 million against its  line  of
credit.

      KCPL  continues to generate positive cash flows  from  operating
activities,  although  individual components of working  capital  will
vary  with normal business cycles and operations including the  timing
of  receipts and payments.  The fluctuations in deferred income taxes,
investment tax credits and accrued taxes mainly result from the  first
quarter 1995 settlement of the Internal Revenue Service audit and  the
timing of the Wolf Creek refueling outage.

      During  the  twelve  months  ended September  30,  1996,  KCPL's
dividend  payout  ratio  was  91%.  We expect  day-to-day  operations,
utility  construction  requirements  and  dividends  to  be  met  with
internally-generated funds.  Uncertainties affecting  our  ability  to
meet  these  requirements with internally-generated funds include  the
effect  of  inflation on operating expenses, the level of  mwh  sales,
regulatory  actions, compliance with future environmental  regulations
and  the  availability of generating units.  We might incur additional
debt  and/or  issue  additional  equity  to  finance  growth  or  take
advantage of new opportunities.

      Through  the  first nine months of 1996, KLT  issued  about  $20
million  in long-term debt to finance  nonutility investments.  KCPL's
short-term  borrowings increased during this period  mainly  to  repay
maturing  medium-term  notes and make quarterly income  tax  payments.
Debt   service   requirements  will  be  provided   from   operations,
refinancings and/or short-term debt.


PART II - OTHER INFORMATION

Item 1.  Legal Proceedings.

      On  May 20, 1996, KCPL commenced litigation captioned  Kansas
City Power & Light Co. v. Western Resources, Inc., et al., C.A. No.
96-0552-CV-W-5 in the United States District Court for the  Western
District  of  Missouri, Western Division (District Court),  against
Western  Resources, Inc. (Western Resources) and  Robert  L.  Rives
(Rives).   KCPL sought a declaratory judgment that the Amended  and
Restated Agreement and Plan of Merger by and among KCPL, KC  Merger
Sub,  Inc., UtiliCorp and KC United Corp., dated as of January  19,
1996,  as  amended and restated as of May 20, 1996 (Amended  Merger
Agreement),    and    the    transactions   contemplated    thereby
(collectively,  the Transaction) were in accordance  with  Missouri
law  and  were  not  void, voidable, nor subject to  injunction  or
rescission based upon any claim that KCPL's directors, officers  or
agents  acted  illegally  or inequitably in  adopting  the  Amended
Merger  Agreement.   On May 24, 1996, Jack R.  Manson  (Manson),  a
shareholder  of  KCPL,  filed a motion to intervene  in  the  above
action  as  a  representative of a class  consisting  of  similarly
situated  KCPL  shareholders.  On June  7,  1996,  this  motion  to
intervene was granted.  Manson filed counterclaims against KCPL and
each of its directors alleging that KCPL and its directors breached
their  fiduciary duties, and their actions in adopting the  Amended
Merger Agreement were illegal and ultra vires; that the adoption of
the  Amended  Merger Agreement illegally deprived KCPL shareholders
of  voting  and appraisal rights under Missouri law; and  that  the
adoption  of  the  Amended Merger Agreement was a  disproportionate
response to Western Resources' acquisition offer.

      On  June  7,  1996, Western Resources and Rives answered  the
complaint  and  asserted two counterclaims against  KCPL,  alleging
that  the  Amended Merger Agreement was illegal under Missouri  law
because  it  did  not  require  approval  of  two-thirds   of   all
outstanding KCPL shares and did not provide dissenters'  rights  to
KCPL  shareholders, and that the directors of KCPL  breached  their
fiduciary duties by adopting the Amended Merger Agreement.

     On July 25 and 26, 1996, the District Court heard evidence and
argument  on  the  issues of the legality  of  the  Amended  Merger
Agreement and its adoption.  On August 2, 1996, the District  Court
ruled  that  although the transactions contemplated by the  Amended
Merger  Agreement were legally valid and authorized under  Missouri
law, their use in conjunction would result in a merger between KCPL
and  UtiliCorp, rendering applicable the Missouri statute requiring
approval of certain mergers by two-thirds of the outstanding shares
of  the  merging corporation's stock.   There have been no material
developments in the litigation since the District Court's ruling.


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

      The  Company  held  a  Special  Meeting  of  Shareholders  on
August 16, 1996, to vote on matters relating to the proposed merger
of  the Company and UtiliCorp United Inc. (combined company  to  be
named Maxim Energy Inc.).  At that meeting, votes cast with respect
to  the  approval of the issuance of up to a maximum of  54,000,000
shares  of Kansas City Power & Light Company common stock,  no  par
value, pursuant to the Merger Agreement with UtiliCorp United  Inc.
were as follows:

               FOR             AGAINST             ABSTAIN

            23,581,467        25,150,026             904,477

      With  respect  to the approval of the Maxim  Stock  Incentive
Plan, the votes cast were as follows:

               FOR             AGAINST             ABSTAIN

            20,559,889        16,760,032          12,316,049

     With respect to the approval of the Maxim Management Incentive
Compensation Plan, the votes cast were as follows:

               FOR             AGAINST             ABSTAIN

            21,073,523        16,027,603          12,534,845

      Since  the  share  issuance, which was  a  condition  to  the
consummation  of  the merger, was not approved, the  two  incentive
plans   will   not  be  implemented.   For  information   regarding
termination of the Merger Agreement with UtiliCorp, see  "Notes  to
Consolidated Financial Statements" on page 5 of this Form 10-Q.


Item 6.  Exhibits and Reports on Form 8-K.

Exhibits

3(ii).  By-laws of the Company, as amended August 6, 1996.

27.     Financial   Data  Schedule  (for  the   nine  months   ended
        September 30, 1996).

Reports on Form 8-K

      A  Report  on  Form  8-K was filed with  the  Securities  and
Exchange Commission on September 19, 1996, with attached copy of  a
press  release  announcing Kansas City Power &  Light  Company  and
UtiliCorp  United  Inc.  had terminated the  Amended  and  Restated
Agreement  and  Plan  of Merger among Kansas  City  Power  &  Light
Company, KC Merger Sub, Inc., UtiliCorp United Inc., and KC  United
Corp, dated as of January 19, 1996, and as amended May 20, 1996.

<PAGE>

                           SIGNATURES


      Pursuant to the requirements 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.

                                 KANSAS CITY POWER & LIGHT COMPANY

Dated:  November 7, 1996                /s/Drue Jennings
                                          (Drue Jennings)
                                     (Chief Executive Officer)

Dated:  November 7, 1996                 /s/Neil Roadman            
                                           (Neil Roadman)
                                   (Principal Accounting Officer)