Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On July 29, 2009, IVS Associates, Inc., the independent inspector of elections for NRG Energy, Inc's 2009 Annual Meeting of Stockholders held on July 21, 2009, certified that the stockholders of NRG approved an amendment to Article Six of the Amended and Restated Certificate of Incorporation. The amendment revises the voting standard in the case of any uncontested director election from a plurality vote standard to a majority vote standard. A copy of the Amended and Restated Certificate of Incorporation is filed herewith as Exhibit 3.1 and is incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

Exhibit 3.1 - Amended and Restated Certificate of Incorporation

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