Dynegy Northeast Generation, Inc.
Retirement Income Plan
January 1, 2009
Dynegy Inc. , (the “Plan Sponsor”), hereby adopts this restatement of the Dynegy Northeast Generation, Inc.
Retirement Income Plan (the “Plan”), effective as of the Effective Date, or as otherwise specified herein.
R E C I T A L S:
The Plan Sponsor has previously established the Plan for the exclusive benefit of eligible Employees of its affiliate,
Dynegy Northeast Generation, Inc., and their beneficiaries;
The Plan Sponsor wants to recognize the lasting contribution made by eligible Employees to the successful
operation of Dynegy Northeast Generation, Inc. and wants to reward their contribution by continuing the Plan;
The Plan Sponsor wishes to amend and restate the Plan for the following purposes: (i) to reflect applicable changes
made to the Plan pursuant to the Economic Growth and Tax Relief Reconciliation Act of 2001 (“EGTRRA”); (ii) to
reflect additional amendments made to the Plan pursuant to subsequent changes in the Internal Revenue Code of
1986, as amended (the “Code”) and Regulations promulgated thereunder; and (iii) to incorporate amendments
made to the Plan following its last restatement;
The Employer has authorized the execution of this Agreement, which is intended to continue the Plan’s qualification
under Sections 401(a) and 501(a) of the Code;
The provisions of this Plan, as amended and restated, shall apply solely to an Employee who terminates
employment with the Employer on or after the restated Effective Date of this Plan; and
If an Employee terminates employment with the Employer prior to the restated Effective Date, that Employee shall
be entitled to benefits under the Plan as the Plan existed on the Employee’s termination date.
The history of Prior Plan provisions is set forth in Addendum A, to the extent that the historical provisions can
affect any Participant’s benefits. The procedures for determining the qualified status of domestic relations