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                      SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C.


                                  FORM U-3A-2

                              For Year Ended 1994






                     Statement by Holding Company Claiming
                     Exemption Under Rule U-3A-2 from the
                   Provisions of the Public Utility Holding
                              Company Act of 1935



                       Kansas City Power & Light Company
                               (Name of Company)

     Kansas City Power & Light Company ("KCPL") hereby files with the
Securities and Exchange Commission ("SEC"), pursuant to Rule 2, its statement
claiming exemption as a holding company from the provisions of the Public
Utility Holding Company Act of 1935; however, pursuant to an application
currently on file with the SEC seeking reclassification of its subsidiary Wolf
Creek Nuclear Operating Corporation ("WCNOC"),  KCPL hereby reserves the right
to assert that WCNOC is not a Public Utility for purposes of the Act, and that
KCPL is not, by virtue of its ownership interest in WCNOC, required to seek or
file an exemption under the Act as a public utility holding company.  KCPL
makes this filing at this time in order to preserve all rights it may have under
the Act.
     1.   KCPL is a Missouri corporation whose principal executive offices are
located at 1201 Walnut, Kansas City, Missouri 64106.  KCPL's principal business
consists of the generation, transmission, distribution and sale of electricity. 
KCPL provides retail electric service to over 424,000 customers in a 4,700
square mile area located in all or portions of 23 counties in western Missouri
and eastern Kansas and sells electricity at wholesale to twelve customers.   
     KCPL has three subsidiaries.  WCNOC, a Delaware corporation, incorporated
on April 14, 1986 to operate and maintain the Wolf Creek Generating Station
("Wolf Creek") for the benefit of the station owners.  Wolf Creek and WCNOC are
each owned by KCPL and two non-affiliated electric utilities, Kansas Gas and
Electric Company ("KG&E"), a wholly-owned subsidiary of Western Resources, and
Kansas Electric Power Cooperative ("KEPCo") (collectively, the "Wolf Creek
Owners") in the following percentages:  KCPL, 47%, KG&E, 47%, and KEPCo, 6%. 
WYMO Fuels, Inc., a wholly-owned Missouri corporation, was organized on
August 5, 1976, for the acquisition and development of coal properties.  KLT
Inc., a wholly-owned Missouri corporation, was organized on November 3, 1992,
to invest through several KLT companies in non-regulated, energy-related
enterprises.
  
   2.   The electric generating stations of KCPL and their locations are as
follows:
                                                          Estimated
                                                            1995
                                             Year        Megawatt(mw)
                  Unit                     Completed       Capacity     Fuel  

Existing Units
  Base Load......Wolf Creek                  1985           548(a)    Nuclear
                 Iatan                       1980           469(a)    Coal
                 LaCygne 2                   1977           331(a)    Coal
                 LaCygne 1                   1973           341(a)    Coal
                 Hawthorn 5                  1969           457       Coal/Gas
                 Montrose 3                  1964           161       Coal
                 Montrose 2                  1960           152       Coal
                 Montrose 1                  1958           150       Coal
  Peak Load......Northeast 13 and 14(b)      1976           112       Oil
                 Northeast 17 and 18(b)      1977           108       Oil       
                 Northeast 15 and 16(b)      1975           111       Oil
                 Northeast 11 and 12(b)      1972            99       Oil
                 Grand Avenue (two units)   1929 & 1948     64        Gas

_______________

    (a)  Company's share of jointly-owned unit.  
    (b)  Combustion turbines.  

     KCPL owns the Hawthorn (Jackson County, Missouri), Montrose (Henry County,
Missouri), and Northeast (Jackson County, Missouri) generating stations;  50% of
LaCygne 1 and LaCygne 2 Units (Linn County, Kansas); 70% of the Iatan Unit
(Platte County, Missouri); and 47% of the Wolf Creek Station (Coffey County,
Kansas). KCPL also owns two Grand Avenue turbine-generators (Jackson County,
Missouri).
     KCPL owns transmission and distribution facilities used in the sale of
electric energy to customers through its service territory.  Its transmission
system is interconnected with systems of other utilities to permit direct
interchange transactions with other power suppliers in Kansas, Missouri, Iowa,
Nebraska and Minnesota.  KCPL is a member of the MOKAN Power Pool, which is a
contractual arrangement among eleven utilities in Western Missouri and Kansas
which interchange energy, share reserve capacity and provide emergency and
standby services to each other.
     KCPL owns approximately 1,700 overhead pole miles of transmission lines and
approximately 8,900 overhead pole miles and 2,900 underground trench miles of
distribution lines.  Approximately 800 overhead pole miles of such transmission
lines, 4,200 pole miles of overhead distribution lines and 1,500 trench miles of
underground distribution lines are located in the State of Kansas.  KCPL has all
franchises necessary to operate within the territory from which substantially
all of its gross operating revenue is derived.
     Subsidiaries:
          None of the subsidiaries own the type of property required by Item 2.
     3.  (a)-(d)

     Claimant:

          Electric Energy Sold During 1994

                                    Missouri         Kansas          Total
                                      (Mwh)           (Mwh)          (Mwh)

               Retail              7,581,352       3,978,628      11,559,980
               Wholesale              34,312          53,022          87,334

          During 1994, KCPL purchased 524,690 Mwh of electric energy from
          outside the State of Missouri, and had bulk power sales of 1,038,524
          Mwh outside the State of Missouri.  

     Subsidiaries:

          None of the subsidiaries has sales or purchases of electric energy.  

     4. (a)-(e)
          None.
                               S I G N A T U R E
      The above-named claimant has caused this statement to be duly executed
on its behalf by its authorized officer on this 27th day of February, 1995.



                                      KANSAS CITY POWER & LIGHT COMPANY
                                              (Name of claimant)



                                           \s\Jeanie Sell Latz          
                                              Jeanie Sell Latz
                                             Vice President-Law
Corporate Seal

Attest:



   \s\Mark C. Sholander       
 Assistant Corporate Secretary

Name, title and address of officer to whom notices and correspondence
concerning this statement should be addressed:

                        Jeanie Sell Latz
                        Vice President
                        Kansas City Power & Light Company
                        1201 Walnut
                        Kansas City, Missouri 64106


                                                                      Exhibit A

      Attached is a copy of the 1994 Consolidated Statements of
Income, Consolidated Balance Sheets, and Consolidated Statements of
Retained Earnings for KCPL and its subsidiaries with WCNOC, WYMO
Fuels, Inc., and KLT Inc. handled as follows:
1)    WCNOC is the operating agent for Wolf Creek and is owned 47%
by KCPL.  KCPL's $47 investment in WCNOC is carried in Investments
and Non-utility Property on the consolidated balance sheet.  All of
Wolf Creek assets are owned by KCPL, KG&E and KEPCo ("Owners"). 
Since WCNOC is operating solely as an agent of the Owners, KCPL
classifies, in its consolidated financial statements, the payables,
expenses and receipts (if any) incurred by WCNOC as if such items
had been incurred by KCPL.  WCNOC has no revenue or income. 
Payment for expenses is made from checking accounts owned and
funded by the Owners.
2)    WYMO Fuels, Inc. is an inactive corporation.  KCPL's Balance
Sheet Account - Investments and Non-utility Property includes
$792,511 representing the remaining investment in WYMO Fuels, Inc. 
Such investment represents the tax benefits applicable to the cost
of fixed assets written off for book purposes but not for tax
purposes.  This investment is carried on an equity basis and is
considered immaterial for consolidation purposes when compared to
KCPL's $2.8 billion balance sheet.
3)    KLT Inc. is included in the financial statements on a
consolidated basis.  KLT Inc.'s revenues and expenses are
classified under Other Income and Deductions and Interest Charges
in the Consolidated Statements of Income because it is not an
electric utility.  KLT Inc.'s assets and results of operations
represent less than 5% of consolidated assets and net income. 
Because neither KLT Inc. nor any of its subsidiaries generate,
transmit or distribute energy, consolidating financial statements
are not included.



  KANSAS CITY POWER & LIGHT COMPANY
  CONSOLIDATED STATEMENTS OF INCOME


                                                Year Ended December 31
                                          1994          1993          1992
                                                   (Thousands)


ELECTRIC OPERATING REVENUES               $868,272      $857,450      $802,668

OPERATING EXPENSES
 Operation
   Fuel                                    135,106       130,117       130,032
   Purchased power                          33,929        31,403        21,868
   Other                                   202,304       184,633       175,937
 Maintenance                                72,468        78,550        81,163
 Depreciation                               94,361        91,110        88,768
 Taxes
   Income                                   70,949        69,502        51,691
   General                                  96,362        95,659        92,461
 Amortization of:
  MPSC rate phase-in plan                        0         7,072         7,072
  Deferred Wolf Creek costs                 13,102        13,102        13,102
    Total                                  718,581       701,148       662,094

OPERATING INCOME                           149,691       156,302       140,574

OTHER INCOME AND DEDUCTIONS
 Allowance for equity funds
  used during construction                   2,087         2,846         1,073
 Miscellaneous                              (4,159)       (2,486)        2,595
 Income taxes                                4,572         1,549          (505)
    Total                                    2,500         1,909         3,163


INCOME BEFORE INTEREST CHARGES             152,191       158,211       143,737

INTEREST CHARGES
 Long-term debt                             43,962        50,118        54,266
 Short-term notes                            1,170           750         2,749
 Miscellaneous                               4,128         4,113         2,173
 Allowance for borrowed funds
  used during construction                  (1,844)       (2,542)       (1,785)
    Total                                   47,416        52,439        57,403

YEARLY RESULTS
 Net income                                104,775       105,772        86,334
 Preferred stock
  dividend requirements                      3,457         3,153         3,062
 Earnings available for
  common stock                             101,318       102,619        83,272

Average number of common
 shares outstanding                     61,903,437    61,908,726    61,908,726
Earnings per common share                    $1.64         $1.66         $1.35
Cash dividends per
 common share                                $1.50         $1.46         $1.43

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




KANSAS CITY POWER & LIGHT COMPANY
CONSOLIDATED BALANCE SHEETS

                                                 December 31     December 31
                                                    1994            1993
ASSETS                                                  (Thousands)

UTILITY PLANT, at original cost
 Electric                                          $3,330,478      $3,240,384
 Less-Accumulated depreciation                      1,092,436       1,019,714
    Net utility plant in service                    2,238,042       2,220,670
 Construction work in progress                         57,294          67,766
 Nuclear fuel, net of amortization of
  $66,773,000 and $ 76,722,000                         40,806          29,862
    Total                                           2,336,142       2,318,298

REGULATORY ASSET - DEFERRED WOLF CREEK COSTS           18,752          29,118

REGULATORY ASSET - RECOVERABLE TAXES                  120,000         122,000

INVESTMENTS AND NONUTILITY PROPERTY                    98,429          28,454

CURRENT ASSETS
 Cash and cash equivalents                             20,217           1,539
 Special deposits                                           0          60,118
 Receivables
   Customer accounts receivable                        24,513          29,320
   Other receivables                                   22,604          19,340
 Fuel inventories, at average cost                     16,570          14,550
 Materials and supplies, at average cost               44,953          44,157
 Prepayments                                            5,138           4,686
 Deferred income taxes                                  1,444           3,648
    Total                                             135,439         177,358

DEFERRED CHARGES
 Regulatory Assets
   Settlement of fuel contracts                        16,625          20,634
   KCC Wolf Creek carrying costs                        6,839           9,575
   Other                                               27,909          31,899
 Other deferred charges                                10,262          17,732
    Total                                              61,635          79,840

    Total                                          $2,770,397      $2,755,068





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                                    426,738         418,201
 Capital stock premium and expense                     (1,736)         (1,747)
     Common stock equity                              874,699         866,151
 Cumulative preferred stock                            89,000          89,000
 Cumulative redeemable preferred stock                  1,596           1,756
 Long-term debt                                       798,470         733,664
     Total                                          1,763,765       1,690,571

CURRENT LIABILITIES
 Notes payable to banks                                 1,000           4,000
 Commercial paper                                      31,000          25,000
 Current maturities of long-term debt                  33,419         134,488
 Accounts payable                                      73,486          59,421
 Dividends payable                                        423             423
 Accrued taxes                                         24,684          27,800
 Accrued interest                                      12,209          15,575
 Accrued payroll and vacations                         19,594          20,127
 Accrued refueling outage costs                         2,120           7,262
 Other                                                  7,221           8,531
     Total                                            205,156         302,627

DEFERRED CREDITS AND OTHER LIABILITIES
 Deferred income taxes                                644,139         627,819
 Deferred investment tax credits                       82,840          87,185
 Other                                                 74,497          46,866
    Total                                             801,476         761,870

COMMITMENTS AND CONTINGENCIES

   Total                                           $2,770,397      $2,755,068

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





KANSAS CITY POWER & LIGHT COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                   Year Ended December 31
                                               1994        1993        1992
                                                       (thousands)

CASH FLOWS FROM OPERATING ACTIVITIES
 Net income                                   $104,775    $105,772     $86,334
 Adjustments to reconcile net income
  to net cash provided by operating
    activities:
 Depreciation                                   94,361      91,110      88,768
 Amortization of:
  Nuclear fuel                                  10,136       8,705       9,583
  Deferred Wolf Creek costs                     13,102      13,102      13,102
  MPSC rate phase-in plan                            0       7,072       7,072
  Other                                          9,608       8,234       5,921
 Deferred income taxes (net)                    20,524      25,502      23,979
 Deferred investment tax credits (net)          (4,345)     (4,345)     (4,521)
 Allowance for equity funds used
   during construction                          (2,087)     (2,846)     (1,073)
 Cash flows affected by changes in:
  Receivables                                    1,543     (10,245)      2,848
  Fuel inventories                              (2,020)      6,075        (859)
  Materials and supplies                          (796)      1,106         654
  Accounts payable                              14,065     (17,741)      4,838
  Accrued taxes                                 (3,116)      7,936       2,404
  Accrued interest                              (3,366)      2,626         488
  Wolf Creek refueling outage
    accrual                                     (5,142)     (5,338)     12,600
 Pension and postretirement benefit
     obligations                                32,203       1,905      (2,753)
 Other operating activities                     (2,860)      4,514       4,352
  Net cash provided by operating
   activites                                   276,585     243,144     253,737

CASH FLOWS FROM INVESTING ACTIVITIES
 Construction expenditures                    (124,965)   (129,199)   (129,559)
 Allowance for borrowed funds used
   during construction                          (1,844)     (2,542)     (1,785)
 Purchases of investments                      (67,560)     (7,351)     (2,396)
 Other investing activities                      5,624       7,657      (2,193)
  Net cash used in investing
   activities                                 (188,745)   (131,435)   (135,933)

CASH FLOWS FROM FINANCING ACTIVITIES
 Issuance of long-term debt                    133,793     324,846     134,750
 Issuance of preferred stock                         0           0      50,000
 Retirement of long-term debt                 (170,170)   (271,480)   (143,230)
 Retirement of preferred stock                       0           0     (13,000)
 Special deposit for the
      retirement of debt                        60,118     (60,118)          0
 Premium on reacquired stock and
   long-term debt                                    0      (4,077)     (2,321)
 Increase (decrease) in short-term
   borrowings                                    3,000      (4,000)    (53,000)
 Dividends paid                                (96,238)    (93,556)    (91,277)
 Other financing activities                        335      (1,913)        274
  Net cash used in financing
   activities                                  (69,162)   (110,298)   (117,804)

NET INCREASE IN CASH AND CASH
      EQUIVALENTS                               18,678       1,411           0
CASH AND CASH EQUIVALENTS
      AT BEGINNING OF YEAR                       1,539         128         128
CASH AND CASH EQUIVALENTS
     AT END OF YEAR                            $20,217      $1,539        $128

CASH PAID DURING THE YEAR FOR:
Interest, net of amount capitalized            $48,246     $47,361     $55,223
Income taxes                                   $53,720     $40,141     $32,995

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




CONSOLIDATED STATEMENTS OF PREFERRED STOCK AND LONG-TERM DEBT

                                                             December 31
                                                           1994        1993
CUMULATIVE PREFERRED STOCK                                  (thousands)
$100 Par
   3.80% - 100,000 shares issued                           $10,000     $10,000
   4.50% - 100,000 shares issued                            10,000      10,000
   4.20% -  70,000 shares issued                             7,000       7,000
   4.35% - 120,000 shares issued                            12,000      12,000
No Par
   4.80%* - 500,000 shares issued                           50,000      50,000
    Total                                                  $89,000     $89,000

CUMULATIVE REDEEMABLE PREFERRED STOCK
$100 Par
   4.00% - 15,957 and 17,557 shares issued                  $1,596      $1,756

LONG-TERM DEBT (EXCLUDING CURRENT MATURITIES)
First Mortgage Bonds
    5.875% series due 2007                                      $0     $21,940
General Mortgage Bonds
    Medium-Term Notes due 1996-2008, 6.82% and
      6.78% weighted average rate at December 31           395,500     378,750
    5.25%* Environmental Improvement Revenue
      Refunding Bonds due 2012-23                          158,768     122,846
Guaranty of Pollution Control Bonds
    5.75% series due 2003                                        0      13,742
    4.31%* due 2015-17                                     196,500     196,500
Subsidiary Obligations
    Notes due 2000-04, 8.38% weighted average
      rate at December 31                                   47,702           0
Unamortized Discount                                             0        (114)
    Total                                                 $798,470    $733,664


*  Variable rate securities, weighted average rate as of December 31, 1994



CONSOLIDATED STATEMENTS OF RETAINED EARNINGS
                                                 Year Ended December 31
                                               1994        1993        1992
                                                       (thousands)
Beginning Balance                             $418,201    $405,985    $411,161
Net Income                                     104,775     105,772      86,334
                                               522,976     511,757     497,495

Premium on Reacquired Preferred Stock                0           0         233
Dividends Declared:
  Preferred Stock, at required rates             3,384       3,169       2,747
  Common Stock - $1.50, $1.46 and $1.43
    per share                                   92,854      90,387      88,530
Ending Balance                                $426,738    $418,201    $405,985


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




[ARTICLE] OPUR3
[MULTIPLIER] 1000
                                
[PERIOD-TYPE]                      YEAR
[FISCAL-YEAR-END]                   DEC-31-1994
[PERIOD-END]                        DEC-31-1994
[BOOK-VALUE]                           PER-BOOK
[TOTAL-ASSETS]                        2,770,397
[TOTAL-OPERATING-REVENUES]              868,272
[NET-INCOME]                            104,775
                                    Exhibit C

      Not applicable.