January 31, 2017
VIA EDGAR AND ELECTRONIC MAIL
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attn: Jacqueline Kaufman
Re: Dynegy Inc.
Application for Qualification of Indenture on Form T-3
Filed November 7, 2016
File No. 022-29032
Application for Qualification of Indenture on Form T-3
Filed November 22, 2016
File No. 022-29035
Dear Ms. Kaufman:
Dynegy Inc. (the “Company”) and each of the other applicants of the above-referenced Applications for Qualification of Indenture on Form T-3 hereby requests that the effectiveness of such Applications be accelerated to 8:00 a.m. EST on February 2, 2017, or as soon as practicable thereafter.
Each of the undersigned hereby acknowledges that:
· should the Securities and Exchange Commission (the “Commission”) or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;
· the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve it from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and
· it may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
If you have any questions concerning this request, please do not hesitate to contact Gary Kashar at (212) 819-8223 or Andrew Weisberg at (212) 819-8980 of White & Case LLP, counsel to the Company.
Sincerely,
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| DYNEGY INC. | |
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| By: | /s/ Clint C. Freeland |
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| Name: | Clint C. Freeland |
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| Title: | Executive Vice President and Chief Financial Officer |
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| ILLINOIS POWER GENERATING COMPANY BLACK MOUNTAIN COGEN, INC. BLUE RIDGE GENERATION LLC CASCO BAY ENERGY COMPANY, LLC COFFEEN AND WESTERN RAILROAD COMPANY DIGHTON POWER, LLC DYNEGY ADMINISTRATIVE SERVICES COMPANY DYNEGY COAL GENERATION, LLC DYNEGY COAL HOLDCO, LLC DYNEGY COAL INVESTMENTS HOLDINGS, LLC DYNEGY COAL TRADING & TRANSPORTATION, L.L.C. DYNEGY COMMERCIAL ASSET MANAGEMENT, LLC DYNEGY CONESVILLE, LLC DYNEGY DICKS CREEK, LLC DYNEGY ENERGY SERVICES (EAST), LLC DYNEGY ENERGY SERVICES, LLC DYNEGY EQUIPMENT, LLC DYNEGY FAYETTE II, LLC DYNEGY GAS GENERATION, LLC DYNEGY GAS HOLDCO, LLC DYNEGY GAS IMPORTS, LLC DYNEGY GAS INVESTMENTS HOLDINGS, LLC DYNEGY GAS INVESTMENTS, LLC DYNEGY GASCO HOLDINGS, LLC DYNEGY GENERATION HOLDCO, LLC DYNEGY GLOBAL LIQUIDS, INC. DYNEGY HANGING ROCK II, LLC DYNEGY KENDALL ENERGY, LLC DYNEGY KILLEN, LLC DYNEGY LEE II, LLC DYNEGY MARKETING AND TRADE, LLC DYNEGY MIAMI FORT, LLC DYNEGY MIDWEST GENERATION, LLC DYNEGY MORRO BAY, LLC DYNEGY MOSS LANDING, LLC DYNEGY OAKLAND, LLC DYNEGY OPERATING COMPANY DYNEGY POWER GENERATION INC. DYNEGY POWER MARKETING, LLC | |
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| DYNEGY POWER, LLC DYNEGY RESOURCE HOLDINGS, LLC DYNEGY RESOURCE I, LLC DYNEGY RESOURCE II, LLC DYNEGY RESOURCE III, LLC DYNEGY RESOURCES GENERATING HOLDCO, LLC DYNEGY RESOURCES HOLDCO I, LLC DYNEGY RESOURCES HOLDCO II, LLC DYNEGY RESOURCES MANAGEMENT, LLC DYNEGY SOUTH BAY, LLC DYNEGY STUART, LLC DYNEGY WASHINGTON II, LLC DYNEGY ZIMMER, LLC ELWOOD ENERGY HOLDINGS II, LLC ELWOOD ENERGY HOLDINGS, LLC ELWOOD EXPANSION HOLDINGS, LLC EQUIPOWER RESOURCES CORP. HAVANA DOCK ENTERPRISES, LLC ILLINOVA CORPORATION ILLINOIS POWER FUELS AND SERVICES COMPANY ILLINOIS POWER MARKETING COMPANY ILLINOIS POWER RESOURCES GENERATING, LLC ILLINOIS POWER RESOURCES, LLC IPH II, LLC IPH, LLC KINCAID ENERGY SERVICES COMPANY, LLC KINCAID GENERATION, L.L.C. KINCAID HOLDINGS, LLC LAKE ROAD GENERATING COMPANY, LLC LIBERTY ELECTRIC POWER, LLC MASSPOWER MASSPOWER HOLDCO, LLC MASSPOWER PARTNERS I, LLC MASSPOWER PARTNERS II, LLC MILFORD POWER COMPANY, LLC ONTELAUNEE POWER OPERATING COMPANY, LLC RICHLAND GENERATION EXPANSION, LLC RICHLAND-STRYKER GENERATION LLC RSG POWER, LLC SITHE ENERGIES, INC. SITHE/INDEPENDENCE LLC TOMCAT POWER, LLC | |
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| By: | /s/ Clint C. Freeland |
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| Name: | Clint C. Freeland |
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| Title: | Executive Vice President and Chief Financial Officer |
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cc: Catherine C. James, Executive Vice President, General Counsel and Chief Compliance Officer of Dynegy Inc.