Dynegy board appoints Winters lead director

HOUSTON, Texas, May 21, 2002 — Dynegy Inc.’s board of directors has elected J. Otis Winters to the newly created position of lead director.

Winters, who has served on Dynegy’s board since 1993, is the retired co-founder and chairman of The PWS Group Inc., a Dallas-based consulting and crisis management firm. He currently serves on the board of PWS Group’s successor firm, Glass and Associates.

“Otis Winters has provided invaluable counsel to our management team throughout the years,” said Dynegy Inc. Chairman and CEO Chuck Watson. “His expanded role as lead director enhances his ability to facilitate frequent and substantive communication between the board and the financial, operations and administrative leadership within the company.

“We are committed to restoring investor confidence in Dynegy and trust in the merchant energy sector. Involved and informed directors are integral to ensuring that our shareholders’ and our customers’ interests are served. I salute Dynegy’s board for embracing this progressive approach to corporate governance,” Watson added.

Winters noted that the establishment of lead director positions at publicly traded companies has become more prevalent in recent years, particularly when the chief executive officer also serves as chairman of the board. “Recent events have challenged the entire merchant energy industry to respond quickly and credibly to public concerns around financial disclosure and corporate governance. As lead director, I have been charged with representing the directors when the board is not in session so that we may provide consistent, timely and relevant feedback on Dynegy’s strategies and practices.”

In connection with Winters’ appointment as lead director, Charles E. Bayless, retired chairman and CEO of Illinova Corporation, will replace him as chairman of Dynegy’s Audit Committee.

Before forming The PWS Group in 1990, Winters was founder and president of an Oklahoma-based independent oil and gas exploration and production company and prior to that, executive vice president and director of The Williams Companies. He also serves on the board of AMX Corporation, a designer of electronic equipment.

Dynegy Inc. produces and delivers energy, including natural gas, power, natural gas liquids and coal, through its owned and contractually controlled network of physical assets. The company serves customers by aggregating production and supply and delivering value-added solutions to meet their energy needs. Its web site is www.dynegy.com.

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