X0303 4 2009-08-17 0 0001089819 CLECO CORP CNL 0001186071 WALKER WILLIAM H JR P.O. BOX 5000 PINEVILLE LA 71361-5000 1 0 0 0 Common Stock, $1.00 par 70520.613 D Phantom Stock 2009-08-17 4 A 0 302 24.21 A Common Stock, $1.00 par 302 32685 D Includes 49.750 shares acquired through the Cleco Corporation Dividend Reinvestment Plan on May 20, 2009. The shares of phantom stock relate to dividend reinvestment on shares of phantom stock pursuant to the terms and provisions of the Cleco Corporation Deferred Compensation Plan (the "Plan"). The reporting person has elected to defer receipt of these shares under the Plan. Each share of phantom stock is the economic equivalent of one share of Cleco Corporation common stock. Shares of phantom stock may be transferred by the reporting person into an alternative investment account in the Plan at any time pursuant to the terms and provisions of the Plan. Includes 7,324 shares of phantom stock (not subject to restrictions) related to dividend reinvestment on shares of phantom stock pursuant to the terms and provisions of the Plan. Includes (a) 1,200 shares of phantom stock subject to restrictions that lapse on July 23, 2010; (b) 2,339 shares of phantom stock subject to restrictions that lapse on January 28, 2011; (c) 2,140 shares of phantom stock subject to restrictions that lapse on January 25, 2014; and (d) 2,544 shares of phantom stock subject to restrictions that lapse on January 30, 2015. Judy P. Miller, Atty-in-fact for William H. Walker, Jr. 2009-08-18