X0202 4 2007-07-16 0 0001379895 DYNEGY INC. DYN 0001212804 GRIJALVA VICTOR 32 DEERFIELD ROAD BROOKFIELD CT 06804 1 0 0 0 Phantom Stock 2007-07-16 4 A 0 1853.81 A Class A Common Stock 1853.81 9624.2 D These shares of phantom stock are convertible on a 1-for-1 basis. Reflects shares of phantom stock issued to the Reporting Person pursuant to the Dynegy Inc. Deferred Compensation Plan for Certain Directors, as amended, a Rule 16b-3 Plan with the issuer. The shares of phantom stock were issued in connection with the Reporting Person?s director compensation for the second quarter of 2007, and the number of shares issued with respect to the quarter was calculated based on the closing price of the issuer?s Class A common stock of $9.44 on June 29, 2007, the last trading day of the quarter. Upon termination of the Reporting Person?s service as a director, the shares of phantom stock become payable, at the election of the Reporting Person, in a lump sum payment or in monthly, quarterly or annual installment payments following such termination. The shares of phantom stock are payable in cash or in shares of the issuer?s Class A common stock. /s/ Heidi D. Lewis, Attorney-in-Fact 2007-07-18