Compensation Plan for Certain Directors Sample Contracts

TRUST UNDER DYNEGY INC. DEFERRED COMPENSATION PLAN FOR CERTAIN DIRECTORS
Compensation Plan for Certain Directors • February 26th, 2009 • Dynegy Inc. • Electric services • Pennsylvania

This TRUST AGREEMENT (“Agreement or Trust Agreement”), effective the 1st day of January, 2009, by and between DYNEGY ADMINISTRATIVE SERVICES COMPANY (“Company”), and VANGUARD FIDUCIARY TRUST COMPANY, a trust company incorporated under Chapter 10 of the Pennsylvania Banking Code (“Trustee”):

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