Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  ENERGY CAPITAL PARTNERS III, LLC
2. Date of Event Requiring Statement (Month/Day/Year)
02/07/2017
3. Issuer Name and Ticker or Trading Symbol
DYNEGY INC. [DYN]
(Last)
(First)
(Middle)
51 JOHN F. KENNEDY PARKWAY, SUITE 200
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SHORT HILLS, NJ 07078
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 19,541,152
I
See footnotes (1) (2)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ENERGY CAPITAL PARTNERS III, LLC
51 JOHN F. KENNEDY PARKWAY
SUITE 200
SHORT HILLS, NJ 07078
    X    
Energy Capital Partners GP III, LP
51 JOHN F. KENNEDY PARKWAY SUITE 200
SHORT HILLS, NJ 07078
    X    
ENERGY CAPITAL PARTNERS III, LP
51 JOHN F. KENNEDY PARKWAY SUITE 200
SHORT HILLS, NJ 07078
    X    
ENERGY CAPITAL PARTNERS III-C, LP
51 JOHN F. KENNEDY PARKWAY SUITE 200
SHORT HILLS, NJ 07078
    X    
Energy Capital Partners III-B (Terawatt IP), LP
51 JOHN F. KENNEDY PARKWAY SUITE 200
SHORT HILLS, NJ 07078
    X    
ENERGY CAPITAL PARTNERS III-A, LP
51 JOHN F. KENNEDY PARKWAY SUITE 200
SHORT HILLS, NJ 07078
    X    
Terawatt Holdings GP, LLC
51 JOHN F. KENNEDY PARKWAY SUITE 200
SHORT HILLS, NJ 07078
    X    
Terawatt Holdings, LP
51 JOHN F. KENNEDY PARKWAY SUITE 200
SHORT HILLS, NJ 07078
    X    

Signatures

Energy Capital Partners III, LLC, By: /s/ Christopher M. Leininger, Managing Director and Deputy General Counsel 02/17/2017
**Signature of Reporting Person Date

Energy Capital Partners GP III, LP, By: Energy Capital Partners III, LLC, its general partner, By: /s/ Christopher M. Leininger, Managing Director and Deputy General Counsel 02/17/2017
**Signature of Reporting Person Date

Energy Capital Partners III, LP, By: Energy Capital Partners GP III, LP, its general partner, By: Energy Capital Partners III, LLC, its general partner, By: /s/ Christopher M. Leininger, Managing Director and Deputy General Counsel 02/17/2017
**Signature of Reporting Person Date

Energy Capital Partners III-C, LP, By: Energy Capital Partners GP III, LP, its general partner, By: Energy Capital Partners III, LLC, its general partner, By: /s/ Christopher M. Leininger, Managing Director and Deputy General Counsel 02/17/2017
**Signature of Reporting Person Date

Energy Capital Partners III-B (Terawatt IP), LP, By: Energy Capital Partners GP III, LP, its general partner, By: Energy Capital Partners III, LLC, its general partner, By: /s/ Christopher M. Leininger, Managing Director and Deputy General Counsel 02/17/2017
**Signature of Reporting Person Date

Energy Capital Partners III-A, LP, By: Energy Capital Partners GP III, LP, its general partner, By: Energy Capital Partners III, LLC, its general partner, By: /s/ Christopher M. Leininger, Managing Director and Deputy General Counsel 02/17/2017
**Signature of Reporting Person Date

Terawatt Holdings GP, LLC, By: /s/ Tyler Reeder, President 02/17/2017
**Signature of Reporting Person Date

Terawatt Holdings, LP, By: Terawatt Holdings GP, LLC, its general partner, By: /s/ Tyler Reeder, President 02/17/2017
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Terawatt Holdings, LP is the record holder of the securities reported herein. Energy Capital Partners III, LLC ("ECP GP") is the general partner of Energy Capital Partners GP III, LP ("ECP Fund GP"), which is the general partner of each of Energy Capital Partners III, LP, Energy Capital Partners III-A, Energy Capital Partners III-B (Terawatt IP), LP and Energy Capital Partners III-C, LP (collectively, the "ECP Funds"), which are the sole members of Terawatt Holdings GP, LLC ("Terawatt GP"), which is the general partner of Terawatt Holdings, LP.
(2) Douglas Kimmelman, Thomas Lane, Andrew Singer, Peter Labbat and Tyler Reeder are the managing members of, and Rahman D'Argenio is a partner of, ECP GP and share the power to vote and dispose of the securities beneficially owned by ECP GP. As such, each of Terawatt GP, the ECP Funds, ECP Fund GP, ECP GP and Messrs. Kimmelman, Lane, Singer, Labbat, Reeder and D'Argenio may be deemed to have or share beneficial ownership of the Common Stock held directly by Terawatt Holdings. Each such entity or individual disclaims any such beneficial ownership except to the extent of their pecuniary interest therein.

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