X0303 4 2010-11-11 0 0001379895 DYNEGY INC. DYN 0000921669 ICAHN CARL C C/O ICAHN ASSOCIATES CORP. 767 FIFTH AVE., SUITE 4700 NEW YORK NY 10153 0 0 1 0 0001412093 ICAHN CAPITAL LP 445 HAMILTON AVENUE SUITE 1210 WHITE PLAINS NY 10601 0 0 1 0 0001412091 IPH GP LLC 445 HAMILTON AVENUE SUITE 1210 WHITE PLAINS NY 10601 0 0 1 0 0001034563 ICAHN ENTERPRISES HOLDINGS L.P. 445 HAMILTON AVENUE SUITE 1210 WHITE PLAINS NY 10601 0 0 1 0 0001257324 ICAHN ENTERPRISES G.P. INC. 445 HAMILTON AVENUE SUITE 1210 WHITE PLAINS NY 10601 0 0 1 0 0001080113 BECKTON CORP 445 HAMILTON AVENUE SUITE 1210 WHITE PLAINS NY 10601 0 0 1 0 Call option ("right to purchase") 2.9 2010-11-11 4 P 0 1488712 1.71 A 2012-11-10 Common stock 1488712 3592212 I please see all footnotes Put option ("obligation to purchase") 2.9 2010-11-11 4 P 0 1488712 0.01 A 2012-11-10 Common stock 1488712 3592212 I please see all footnotes High River Limited Partnership ("High River") directly beneficially owns 3,118,441 Shares (including Call Options (as defined below), Icahn Partners LP ("Icahn Partners") directly beneficially owns 4,762,395 Shares (including Call Options), Icahn Partners Master Fund LP ("Icahn Master") directly beneficially owns 5,391,197 Shares (including Call Options), Icahn Partners Master Fund II LP ("Icahn Master II") directly beneficially owns 1,560,510 Shares (including Call Options), and Icahn Partners Master Fund III LP ("Icahn Master III") directly beneficially owns 759,669 Shares (including Call Options). Barberry Corp. ("Barberry"), is the sole member of Hopper Investments LLC ("Hopper"), which is the general partner of High River. Beckton Corp. ("Beckton") is the sole stockholder of Icahn Enterprises G.P. Inc. ("Icahn Enterprises GP"), which is the general partner of Icahn Enterprises Holdings L.P. ("Icahn Enterprises Holdings"). Icahn Enterprises Holdings is the sole member of IPH GP LLC ("IPH"), which is the general partner of Icahn Capital LP ("Icahn Capital"). Icahn Capital is the general partner of each of Icahn Onshore LP ("Icahn Onshore") and Icahn Offshore LP ("Icahn Offshore"). Icahn Onshore is the general partner of Icahn Partners. Icahn Offshore is the general partner of each of Icahn Master, Icahn Master II and Icahn Master III. Each of Barberry and Beckton is 100 percent owned by Carl C. Icahn. As such, Mr. Icahn is in a position indirectly to determine the investment and voting decisions made by each of High River, Icahn Partners, Icahn Master, Icahn Master II and Icahn Master III. Each of Hopper, Barberry and Mr. Icahn may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Act) the Shares (including Options) which High River owns. Each of Hopper, Barberry and Mr. Icahn disclaims beneficial ownership of such Shares (including Options) except to the extent of their pecuniary interest therein. Each of Icahn Onshore, Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Act) the Shares (including Options) which Icahn Partners owns. Each of Icahn Onshore, Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn disclaims beneficial ownership of such Shares (including Options) except to the extent of their pecuniary interest therein. Each of Icahn Offshore, Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Act) the Shares (including Options) which each of Icahn Master, Icahn Master II and Icahn Master III owns. Each of Icahn Offshore, Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn disclaims beneficial ownership of such Shares (including Options) except to the extent of their pecuniary interest therein. High River directly beneficially owns 718,442 call options (the "Call Options"), Icahn Partners directly beneficially owns 1,108,720 Call Options, Icahn Master directly beneficially owns 1,245,854 Call Options, Icahn Master II directly beneficially owns 344,933 Call Options, and Icahn Master III directly beneficially owns 174,263 Call Options. High River directly wrote 718,442 European-style put options (the "Put Options," and together with the Call Options, the "Options"), Icahn Partners directly wrote 1,108,720 Put Options, Icahn Master directly wrote 1,245,854 Put Options, Icahn Master II directly wrote 344,933 Put Options, and Icahn Master III directly wrote 174,263 Put Options. The Call Options reference an aggregate of 3,592,212 shares of common stock of Dynegy Inc. and have an exercise price of $2.90, and expire on November 10, 2012. The Put Options have an exercise price of $2.90, reference an aggregate of 3,592,212 underlying Shares and expire on November 10, 2012. The Put Options provide that they settle in cash. CARL C. ICAHN 2010-11-11 ICAHN CAPITAL LP 2010-11-11 IPH GP LLC 2010-11-11 ICAHN ENTERPRISES HOLDINGS L.P. 2010-11-11 ICAHN ENTERPRISES G.P. INC. 2010-11-11 BECKTON CORP. 2010-11-11