0001379895-10-000006 Sample Contracts

RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • March 5th, 2010 • Dynegy Inc. • Electric services

THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”) is made as of the ___th day of March, 2010, between DYNEGY INC., a Delaware corporation (“Dynegy”), and all of its Affiliates (collectively, the “Company”), and Bruce A. Williamson (“Employee”). A copy of the Dynegy Inc. _____ Long Term Incentive Plan (the “Plan”) is annexed to this Agreement and shall be deemed a part hereof as if fully set forth herein. Unless the context otherwise requires, all terms that are not defined in this Agreement but which are defined in the Plan shall have the same meaning given to them in the Plan when used herein.

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NON-QUALIFIED STOCK OPTION AWARD AGREEMENT
Non-Qualified Stock Option Award Agreement • March 5th, 2010 • Dynegy Inc. • Electric services

THIS NON-QUALIFIED STOCK OPTION AWARD AGREEMENT (this “Agreement”) is made as of the ___th day of March, 2010, between DYNEGY INC., a Delaware corporation (“Dynegy”), and all of its Affiliates (collectively, the “Company”), and (“Employee”). A copy of the Dynegy Inc. _____ Long-Term Incentive Plan (the “Plan”) is annexed to this Agreement and shall be deemed a part of this Agreement as if fully set forth herein. Unless the context otherwise requires, all terms that are not defined herein but which are defined in the Plan shall have the same meaning given to them in the Plan when used herein.

Contract
Performance Award Agreement • March 5th, 2010 • Dynegy Inc. • Electric services
First Amendment to Performance Award Agreement R E C I T A L S:
Performance Award Agreement • March 5th, 2010 • Dynegy Inc. • Electric services

WHEREAS, pursuant to the Dynegy Inc. 2002 Long Term Incentive Plan (the “LTIP”), Dynegy Inc. (“Dynegy”) granted performance units (“Performance Awards”) to certain employees as of March 4, 2009;

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