SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K
                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

       DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):  JANUARY 17, 2003

                                   DYNEGY INC.
             (Exact Name of Registrant as Specified in its Charter)

     Illinois                          1-15659                    74-2928353
(State or other jurisdiction   (Commission File Number)         (IRS Employer
of incorporation)                                            Identification No.)


                           1000 Louisiana, Suite 5800
                              Houston, Texas 77002
                    (Address of principal executive offices)

       Registrant's telephone number, including area code: (713) 507-6400

                                 Not Applicable
          (Former name or former address, if changed since last report)



ITEM  5.  OTHER  EVENTS.

     On January 17, 2003, Dynegy Inc. ("Dynegy" or the "Company") issued a press
release announcing that it reached agreement with ChevronTexaco to end their
existing natural gas purchase and sale contracts related to ChevronTexaco's
North American production and consumption, effective February 1, 2003. Dynegy
paid ChevronTexaco approximately $11 million in connection with ending the
contracts and the transfer to ChevronTexaco of certain third-party contracts.
Dynegy also agreed to provide ChevronTexaco with services that include agency
arrangements, scheduling, invoicing and accounting through March 31, 2003. This
agreement does not involve the natural gas processing and liquids agreements
between Dynegy Midstream Services and ChevronTexaco, which will continue in
their current forms.

     Also on January 17, Dynegy issued a press release indicating that its
senior vice president and controller, Michael R. Mott, resigned for personal
reasons and will be replaced on an interim basis with current vice president and
assistant controller Holli Nichols. Copies of Dynegy's January 17th press
releases are attached hereto as exhibits 99.1 and 99.2, respectively, and are
incorporated herein by this reference.


ITEM  7.  FINANCIAL  STATEMENTS  AND  EXHIBITS

a)   Financial Statements of Business Acquired - Not Applicable.

b)   Pro Forma Financial Information - Not Applicable.

c)   Exhibits:

     99.1 Press release of Dynegy Inc. relating to ChevronTexaco natural gas
          purchase and sale contracts dated January 17, 2003.

     99.2 Press Release of Dynegy Inc. relating to controller position dated
          January 17, 2003.



                                    SIGNATURE

     Pursuant  to  the  requirements of the Securities Exchange Act of 1934, the
registrant  has  duly  caused  this  report  to  be  signed on its behalf by the
undersigned  hereunto  duly  authorized.

                                DYNEGY INC.

                    BY:   /s/ Keith R. Fullenweider
                          -------------------------
                          Keith R. Fullenweider
                          Senior Vice President, Deputy General Counsel and
                          Secretary




Dated:  January 21, 2003