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Talen Energy

November 5, 2015

Third Quarter Conference Call

We Generate Energy for a Brighter Tomorrow

© Talen Energy Corporation 2015 2

Safe Harbor

Forward Looking Statements:

Any statements made in this presentation about future operating results

or other future events are forward-looking statements under the Safe

Harbor Provisions of the Private Securities Litigation Reform Act of

1995. Actual results may differ materially from such forward-looking

statements. A discussion of factors that could cause actual results or

events to vary is contained in the Supplemental Information to this

presentation and in the Company’s SEC filings, including the factors

discussed under “Risk Factors” in the Company’s prospectus filed with

the SEC pursuant to Rule 424(b)(3) on November 3, 2015 and the

Company’s Quarterly Report on Form 10-Q for the quarter ended

June 30, 2015.


Agenda

P. Farr

P. Farr

J. McGuire

Quarterly Review & Strategic Update

Commercial & Operational Review

Financial Review

Q&A


$247

$605

$357

$765

$357

$841

Q3 YTD

2014 2015 2015 (Guidance Basis)

$265

$375

$415 $425

Prior 2015E Updated 2015E

$935 $1,050

$1,085 $1,100

Prior 2015E Updated 2015E

3rd Quarter Review

Note: Refer to “Supplemental Information – Regulation G Reconciliations” for reconciliation of non-GAAP financial measures

(1) RJS Power was consolidated into Talen Energy’s financials as of June 1, 2015. Excludes contributions from the five-month period prior to acquisition of RJS Power

(2) Reflects RJS Power results for the five months of 2015 prior to the acquisition and an adjustment for PPL allocations not expected to continue in future periods

(3) 2015 projections have not been adjusted to reflect the acquisition of MACH Gen or the sale of Talen Renewable Energy, which both closed on November 2, 2015

3rd Quarter Highlights Q3 Adjusted EBITDA Review

Increasing 2015 Projections

(1)

($ in millions)

(2)

Solid financial results drive increase in

2015 Adjusted EBITDA & FCF projections

Strong quarter for generation fleet - Continued excellent performance at Susquehanna

nuclear plant; operated at capacity factors >100%

- Strong PJM spark spreads deliver year-over-year

outperformance in eastern gas fleet

Continuing progress on synergies from

RJS merger - Now project to achieve $135 million in 2015

(previously estimated at $115 million)

- Maintain run-rate target of $165 - $175 million

Closed acquisition of 2,500 MW MACH

Gen portfolio

Announced sales of Eastern Hydro,

Ironwood and C.P. Crane for combined

$1.5 billion in gross proceeds

Raising midpoints & narrowing guidance ranges

Adjusted EBITDA Adjusted FCF

(2)(3)


Athens | 1,080 MW CCGT; NYISO

Experienced commercial operations team to enhance

capability of a high-quality asset, expected to lead to

substantial improved capacity factors in the near-term with

additional upside due to key location for expanding pipeline

interconnection in NYISO

Millennium | 360 MW CCGT; ISO-NE

Poised to capitalize on the robust capacity market and

pending retirements in ISO-NE

Harquahala | 1,092 MW CCGT; WECC

Multiple opportunities to enhance a highly reliable asset that is

well-positioned to capture value from 111(d) compliance

East Hydro | 292 MW; PJM

Ironwood | 704 MW CCGT; PJM

Renewables | 25 various projects totaling 65 MW; PJM

C.P. Crane | 399 MW Coal; PJM

Exceptional value of ~$3,000 / kW

Over $900 / kW for PJM CCGT with a 7,100 heat rate

Group of small non-core assets netting ~$1,800 / kW

Clean exit from a challenged asset

Optimizing Talen Energy’s Portfolio

Maximizing Value from Dispositions

Through Exceptional Execution

Strategically Expanding the Fleet

at Attractive Value

Purchases @ ~6.0x Adjusted EBITDA Sales @ ~11.0x Adjusted EBITDA

Reinvesting capital in an accretive manner, while diversifying

into key markets and efficient, gas-fired assets (1) East Hydro, Ironwood and C.P. Crane sales expected to close in Q1 2016

(2) Based on purchase price adjusted for net present value of tax attributes, monetization of Harquahala and projected 2016 Adjusted EBITDA as reflected in July 20, 2015

investor presentation

(3) Based on gross sale proceeds and projected 2016 Adjusted EBITDA as previously disclosed

(1)

(2) (3)

(1)

(1)


Achieving Key Priorities

(1) Project under review and dependent on development of certain natural gas pipelines

Execution on these fronts expected to enhance shareholder value

Catalyst

2018/19 PJM Capacity Auction Results

Announce Mitigation Divestitures

MACH Gen Closing/Begin Integration

Brunner Island Dual-Fuel Project

Keystone & Conemaugh Operational Improvements

Harquahala Optimization

Montour Dual-Fuel Project

Expected Timing

Q3 2015

Q4 2015

Q4 2015

Q4 2016 COD

2016-2017

2017

2018 (1)


Commercial & Operational Review


Net Generation (GWh) Capacity Factor EAF

3Q 2015 YTD 3Q 2015 YTD 3Q 2015 YTD

East Segment:

Coal - PJM 6,273 15,487 47.2% 48.0% 92.4% 89.2%

Coal - Montana 1,027 2,770 87.9% 74.8% 92.7% 87.5%

Hydro 182 711 28.2% 37.1% 97.5% 98.5%

Natural Gas CCGT 2,304 6,981 86.6% 88.4% 88.5% 88.7%

Natural Gas/Oil 2,256 3,889 36.0% 26.3% 91.4% 87.2%

Nuclear 4,982 13,690 100.5% 93.1% 99.7% 91.2%

West Segment

Natural Gas 1,203 1,495 30.4% 28.5% 95.7% 90.3%

TOTAL 18,227 45,023 55.3% 52.4% 93.5% 89.4%

1.80

YTD 2015

3rd Quarter Operational Review Solid Asset Performance Unit Reliability – EFOF

Safety - TCIR Susquehanna Operations

(1) EFOF – Equivalent Forced Outage Factor

(2) EAF – Equivalent Availability Factor, which includes scheduled outages

(3) YTD excludes metrics from RJS Power for the five-month period prior to acquisition

(4) TCIR – Total Case Incidence Rate using OSHA measurement standards. Reflects nine months of RJS statistics

(5) Based upon 2013 average incident rate for the utilities sector (NAICS 221)

(4)

(1)

(2)

Average recordable incident rate per Bureau of Labor Statistics

2.10

(5)

Cap

acity F

acto

r (%

) 95.3% 104.0% 100.5% 100.8%

Q4 2014 Q1 2015 Q2 2015 Q3 2015

102.7% 103.6%

49.5%

101.5%

Q4 2014 Q1 2015 Q2 2015 Q3 2015

101.5%

Unit 1 Unit 2

Adjusting for 2Q 2015 refueling outage at Unit 2, Susquehanna

has averaged a station CF of > 100% over LTM

(3)

1%

7%

0%2%

3%

0%

3%3%4%

3% 3%1% 1%

5%

Q3 2015 Q3 2014

Strong fleet-wide reliability supporting solid 3Q results


$10

$15

$20

$25

$30

12/31/2013 6/30/2014 12/31/2014 6/30/2015

Sp

ark

Sp

rea

d $

/ M

Wh

2016 ERCOT Spark Spread 2017 ERCOT Sprak Spread

$10

$15

$20

$25

$30

12/31/2013 6/30/2014 12/31/2014 6/30/2015

Sp

ark

Sp

rea

d $

/ M

Wh

2016 PJM Spark Spread 2017 PJM Spark Spread

Market Overview PJM On-peak Spark Spreads ERCOT On-peak Spark Spreads

Past Five ERCOT Hourly Peak Records Supportive PJM CP Auction Results

Source: ICE, Talen Energy. Assumes PJM West Hub vs. TETCO M3 forward prices at a 7 heat rate Source: ICE, Talen Energy. Assumes ERCOT North Hub vs. Henry Hub forward prices at a 7 heat rate

(1)

(1) CP / Transitional clearing price results for MAAC

New Peak Demand Records Reflect

Demand Growth & Support Prices

MW

$/M

Wh

65,761

65,414

66,950

68,242

69,395

67,929

68,305 68,459

68,912

69,783

$-

$500

$1,000

$1,500

$2,000

$2,500

65,000

66,000

67,000

68,000

69,000

70,000

2-Aug-2011 3-Aug-2011 5-Aug-2015 6-Aug-2015 10-Aug-2015

Peak Hour Load Forecast Peak Hour Actual Load Peak Hour Day-Ahead South Hub Price

$133.37

$226.15

$136.50

$167.46

$119.13

$120.00

$134.00

$151.50

$164.77

$75

$125

$175

$225

2012/2013 2013/2014 2014/2015 2015/2016 2016/2017 2017/2018 2018/2019

$/M

W-d

ay

MAAC - Base CP / Transional Results


2015 2016

East Segment:

PJM Power: Nuclear, Coal, Hydro ($/MWh) $41-42 $40-42

PJM Consumed Coal (Delivered $/ton) $71-72 $67-70

Spark Spread ($/MWh) $14-15 $12-13

MT Power: Coal ($/MWh) $40-41 $36-38

MT Consumed Coal (Delivered $/ton) $26-28 $27-33

West Segment:

Spark Spread ($/MWh) $22-23 -

Hedging & Commercial Management

Notes: As of September 30, 2015. 2016 hedge position and sensitivities reflect announced assets sales of Ironwood, the East Hydros and C.P. Crane

(1) Gas price sensitivity assumes system heat rate is unchanged. Heat Rate sensitivity assumes power prices move and gas price is unchanged. Power price sensitivity assumes gas price is unchanged

(2) Excludes out of the money heat rate call options related to the Sapphire portfolio that were included in the RJS Power acquisition and expire by the end of 2016

Portfolio Targets:

Expected Generation Hedge Position Coal and Nuclear Fuel Hedge Position

Average Hedge Prices Margin Sensitivities ($ millions)

2015

(1)

(2)

Gas

+/-

$0.50/mmBtu

Heat Rate

+/-

1.0 mmBtu

Power

+/- $5/MWh

ERCOT

1 hour

@ Offer Cap

75% – 1-year forward

25% – 2-years forward

Note: Excludes expected generation from MACH Gen assets, which are expected to be unhedged at acquisition date

100% 100%97%

54%

100% 100%

2015 2016

Nuclear East Coal West Coal

98%

67%

92%

56%

98%

63%

85%

0%

96%

60%

2015 2016

East Nuclear, Coal & Hydro East Gas/Oil Montana Coal West Gas/Oil Total Portfolio

2016

$16 $9 $17 $18

$182

$140

$221

$18

($13) ($8) ($15)

($131)($109)

($172)


Financial Review


3rd Quarter Financial Highlights

Adjusted EBITDA Walk – Q3 2015 vs. Q3 2014

Adjusted EBITDA by Segment Adjusted EBITDA Highlights

East margins up 10% year-over-year driven by:

- Higher PJM capacity prices

- Improved nuclear operational performance

- Higher spark spreads

- Addition of Raven assets

Solid asset performance in ERCOT

- 96% unit availability

Lower Corporate O&M costs

East West Other

Notes: Refer to “Supplemental Information – Regulation G Reconciliations” for reconciliation of non-GAAP financial measures

($ in millions)

($ in millions)

$247

$357$97 $9 $10 ($6)

Q3 2014Adjusted EBITDA

Margins O&M Other Taxes, other thanincome

Q3 2015Adjusted EBITDA

$290

($43)

$337

$43

($23)

Q3 2014 Q3 2015


Prior 2015 Guidance Updated 2015 Guidance

Low Mid High Low Mid High

Adjusted EBITDA $935 $1,010 $1,085 $1,050 $1,075 $1,100

(excluding MACH Gen Contribution) +$115 +$65 +$15

Adjusted Free Cash Flow $265 $340 $415 $375 $400 $425

(excluding MACH Gen Contribution) +$110 +$60 +$10

Projected Net Debt Outstanding at 12/31/2015 $3,700 $3,500

(excluding MACH Gen Financing)

Projected Net Debt / Adjusted EBITDA 3.7x 3.3x

($ in millions)

2015 EBITDA and FCF


(1) 2015 forecasts include twelve months of performance from RJS, including the five-month period prior to the acquisition and an adjustment for PPL allocations not

expected to continue in future periods. 2015 projections have not been adjusted to reflect the acquisition of MACH Gen or the sale of Talen Renewable Energy, which

both closed on November 2, 2015. Does not reflect announced sales of Ironwood, East Hydro and C.P. Crane which are expected to close in Q1 2016

(2) Does not include growth capex of $38 million

(3) Includes $170 million in projected short-term debt outstanding

Strong performance leads to over 6% increase to Adjusted EBITDA

midpoint & ~18% increase to Adjusted FCF midpoint

(3)

(2)

(1) (1)


Prior 2016 Estimate 2016E 2016E

Adjusted for MACH

Gen & Sale of Talen

Renewable Energy

Adjustment for

Ironwood, East Hydro

& Crane Sales

Adjusted

Projections

Adjusted EBITDA $990 ($145) $845

Adjusted Free Cash Flow $310 ($50) $260

Projected Net Debt at 12/31/2015 $4,785 Projected Net Debt at 12/31/2016 $3,200

(including MACH Gen Financing) (including net asset sale proceeds)

Projected Net Debt / Adjusted EBITDA 4.8x 3.8x

($ in millions)

2016 EBITDA and FCF


(1) Does not reflect sales of Ironwood, East Hydro and C.P. Crane

(2) Adjustment reflects full year projections for Ironwood, East Hydro or C.P. Crane announced sales, which are expected to close in Q1 2016

(3) Does not include growth capex of $85 million

(4) Reflects $35 million of after-tax interest savings by retiring debt with asset sale proceeds

(5) Reflects gross proceeds from announced sales of Ironwood, East Hydro and C.P Crane less marginal taxes and 2016 projected change in cash

(1)

(3)

(2)

(5)

(4)

Substantial Asset Sale Proceeds Expected to Drive Down Talen Energy’s Leverage


Post MACH Gen transaction, de-levering the

balance sheet with substantial proceeds from asset

sales - Pay down revolver used to finance a portion of the

transaction and other maturing & pre-payable debt

Will continue to assess growth opportunities to

diversify the portfolio in an accretive manner

“Leverage Lane” of 3x – 5x Net Debt / Adj. EBITDA - ≤ 3x – bias towards growth investment/capital return

- ≥ 5x – bias towards debt retirement

Capital Allocation Capital Priorities Long-term Maturities / Pre-payable Debt

Leverage Lane: Net Debt / Adjusted EBITDA Before and After Asset Sale Proceeds

3.0 x

5.0 x

3.0 x

5.0 x

4.8x

3.8x

Expect to use

mitigation proceeds to

pay down revolver and

additional cash

available to extinguish

maturing and pre-

payable debt

2015 2016

Leverage ticks

upward due to MACH

Gen acquisition

Maturing Debt Pre-payable Debt (3)

(1) $300 million 5.70% REset Put Securities due 2035 were repurchased and retired on October 15, 2015. In connection with the repurchase, Talen Energy Supply paid $134 million to terminate the

remarketing of the notes

(2) Maturing debt includes $41 million for Talen Ironwood LLC’s 8.857% senior notes that are expected to be repaid and retired in Q1 2016 in connection with the announced sale of Ironwood

(3) Pre-payable debt reflects existing debt at New MACH Gen, LLC, including $475 million under a Term Loan B facility and approximately $103 million drawn under a revolving credit facility. The

Term Loan B is eligible to be paid down without a make whole premium starting in July 2016

(4) $400 million Talen Energy Supply revolver draw to partially fund the MACH Gen acquisition expected to be paid down in 2016 wi th proceeds from announced asset sales

(1) (2)

$301 $391 $400

$1,220

$1,743

$578

$400

2015 2016 2017 2018 2019 2020 &Beyond

Revolving Credit Facility (4)


Closing Remarks


Talen Energy Investment Highlights

Power production and marketing through wholesale and retail

channels Focused Purpose

Best Markets

Superior Fleet

Attractive Value

Value

Catalysts

With the addition of MACH Gen, will have presence in the most

constructive and liquid competitive markets

Modern gas, flexible dual-fuel, low-cost nuclear and hydro and

efficient supercritical coal requiring modest environmental capital

for known requirements. Strong fleet wide reliability

Strong free cash flow generation and lower financial leverage

relative to peers

Brunner Island dual-fuel project, Keystone & Conemaugh

Operational Improvements, Harquahala optimization, Gas

infrastructure improvements at Athens and Millennium


Supplemental Information


Quarter-to-date

Q3 2015 Q3 2014 Q3 2015 Q3 2014 Q3 2015 Q3 2014 Q3 2015 Q3 2014

East:Coal - PJM 6,273 3,771 47.2% 28.4% 92.4% 87.4% 1.0% 2.7%

Coal - Montana 1,027 1,227 87.9% 82.1% 92.7% 91.1% 7.1% 4.1%

Hydro 182 126 28.2% 19.5% 97.5% 62.4% 0.1% 2.9%

Natural Gas Combined Cycle 2,304 2,613 86.6% 98.2% 88.5% 97.1% 1.6% 2.8%

Natural Gas/Oil 2,256 1,453 36.0% 24.0% 91.4% 96.5% 3.3% 0.8%

Nuclear 4,982 4,509 100.5% 91.0% 99.7% 90.0% 0.0% 1.0%

West:Natural Gas 1,203 959 30.4% 23.7% 95.7% 94.5% 2.8% 5.0%

TOTAL GENERATION 18,227 14,657 55.3% 44.1% 93.5% 90.8% 1.8% 2.5%

Year-to-date

YTD 2015 YTD 2014 YTD 2015 YTD 2014 YTD 2015 YTD 2014 YTD 2015 YTD 2014

East:Coal - PJM 18,462 19,015 47.2% 48.2% 86.1% 85.4% 2.1% 2.6%

Coal - Montana 2,770 2,843 74.8% 64.1% 87.5% 80.1% 5.8% 12.0%

Hydro 711 765 37.1% 39.9% 98.5% 83.8% 0.2% 1.9%

Natural Gas Combined Cycle 6,981 7,052 88.4% 89.6% 88.7% 90.1% 1.9% 3.9%

Natural Gas/Oil 4,481 2,859 24.1% 15.6% 84.4% 91.0% 2.9% 2.3%

Nuclear 13,690 11,995 93.1% 81.1% 91.2% 80.1% 0.0% 0.4%

West:Natural Gas 2,654 2,723 22.4% 22.3% 78.7% 84.6% 16.9% 3.0%

TOTAL GENERATION 49,750 47,252 50.9% 47.7% 86.2% 85.7% 3.8% 2.4%

Net Generation (GWh) Capacity Factor Availability

EFOF

EFOF

Net Generation (GWh) Capacity Factor Availability

Operational Statistics

(1) EAF – Equivalent Availability Factor, which includes scheduled outages

(2) EFOF – Equivalent Forced Outage Factor

(3) Includes Ironwood and Lower Mount Bethel

(4) Includes nine month RJS operating statistics for comparative purposes

(5) Includes Corette

(3)

(3)

(4)(5)

(1) (2)

(1) (2)


$206

$289 $256

$299

$224

$101

$85 $120

$126

$129

$38

$85

$1

$1

$1 $45

$42

$21

$13

$11

$31

$28

$37

$20

$32

$29

$25

$23 $11

$2

$2

$6

$6 $6

$6

$452

$560

$464 $476

$405

2015 2016 2017 2018 2019

Sustenance Nuclear Fuel Growth Information Technology Environmental Regulatory Discretionary

Projected Capital Expenditures

(1) Reflects RJS Power expenditures for the five months of 2015 prior to the acquisition

(1)

($ in millions)

Updated to reflect MACH Gen Acquisition & Anticipated Sales of Ironwood, East Hydro & C.P. Crane


$648

$500

$1,850

$-

$500

$1,000

$1,500

$2,000

$2,500

$3,000

$3,500

Cash CDS Backed Syndicated

($ millions) 9/30/2015 6/30/2015

Cash & cash equivalents $648 $352

Credit facility commitments 2,350 2,350

Total Liquidity $2,998 $2,702

Less: Current credit facility usage 334 309

Total Available Liquidity $2,664 $2,393

Liquidity

(1) Excludes $800 million secured trading facility

(2) $334 million of letters of credit outstanding on the $1,850 million syndicated secured credit facility as of 9/30/2015

(3) In October 2015, Talen Energy borrowed $400 million under the syndicated secured credit facility to finance a portion of the MACH Gen acquisition

Available Liquidity Liquidity Facilities as of 9/30/2015

($ millions)

$2,998

$2,664 Available (2)(3)

(1)

Substantial liquidity to support

asset optimization

(1)

(1)

(3)


2020

Talen Energy Supply, LLC 2015 2016 2017 2018 2019 & Beyond

Senior Notes: Maturity (yr)

Talen ES 5.70% 2015 300 - - - - -

Talen ES 6.20% 2016 - 350 - - - -

Talen ES 6.50% 2018 - - - 400 - -

Talen ES 5.125% 2019 - - - - 1,220 -

Talen ES 4.60% 2021 - - - - - 712

Talen ES 6.50% 2025 - - - - - 600

Talen ES 6.00% 2036 - - - - - 200

Total Senior Notes 300 350 - 400 1,220 1,512

Municipal Bonds: Maturity (yr)

Talen ES variable-rate Series A 2038 - - - - - 100

Talen ES variable-rate Series B 2038 - - - - - 50

Talen ES variable-rate Series C 2037 - - - - - 81

Total Municipal Bonds - - - - - 231

Talen Ironwood, LLC Maturity (yr)

Talen Ironwood 8.857% 2025 1 41 - - - -

Total Maturities 301 391 - 400 1,220 1,743

Long-term Debt Maturities

Note: As of September 30, 2015

(1) $300 million 5.70% REset Put Securities due 2035 were repurchased and retired on October 15, 2015. In connection with the repurchase, Talen Energy Supply paid

$134 million to terminate the remarketing of the notes in October

(2) Bonds are subject to mandatory repurchase and optional remarketing in 2020

(3) Talen Ironwood LLC’s 8.857% senior notes are expected to be repaid and retired in Q1 2016 in connection with the announced sale of Ironwood

($ in millions)

(1)

(3)

(2)

(2)


Talen Energy Corporate Structure

Talen Energy Corporation

(NYSE: TLN)

Talen Energy Holdings, Inc.

Talen Energy Supply, LLC

Legacy Energy

Supply Subs

RJS

Subs

$42mm Ironwood Senior Secured

Notes Outstanding

$4,013mm Senior Unsecured Notes Outstanding

As of September 30 ,2015

Note: Reflects Talen Energy capital structure post closing of MACH Gen acquisition on November 2, 2015. Ironwood debt expected to be repaid in connection with

closing of pending sale in Q1 2016

(1) Non-recourse debt

MACH Gen LLC

$475mm MACH Gen Term Loan B

(in millions)

First Lien New MACH Gen Term Loan B 475$

Senior Secured Talen Ironwood Notes 42

Senior Unsecured Talen Energy Supply Notes 4,013

Total Long-Term Debt 4,530$

(1)

(1)


Talen Energy Asset Overview

Note: Does not reflect the announced sale of Ironwood, East Hydro and C.P.Crane

(1) Includes Holtwood and Wallenpaupack

(1)

Asset Location Fuel Type Ownership Net Heat Rate (Btu / kWh) Owned Capacity COD Region

East Assets

Brandon Shores MD Coal 100% 10,252 1,274 1984 - 1991 PJM-SWMAAC

Brunner Island PA Coal 100% 9,842 1,428 1961 - 1969 PJM-MAAC

C.P. Crane MD Coal 100% 10,616 402 1961 - 1967 PJM-SWMAAC

Conemaugh PA Coal 16% 9,700 285 1970 - 1971 PJM-RTO

Keystone PA Coal 12% 9,600 212 1967 - 1968 PJM-RTO

Montour PA Coal 100% 9,661 1,528 1972 - 1973 PJM-MAAC

H.A. Wagner MD Coal/NG/Oil 100% 10,663 966 1956 - 1972 PJM-SWMAAC

Eastern Hydro PA Hydro 100% N/A 308 1910 - 1926 PJM-MAAC

Ironwood PA Natural Gas 100% 7,127 661 2001 PJM-MAAC

Lower Mt. Bethel PA Natural Gas 100% 7,170 555 2004 PJM-MAAC

York PA Natural Gas 100% 9,551 46 1989 PJM-MAAC

Bayonne NJ Natural Gas/Oil 100% 8,857 165 1988 PJM-PS North

Camden NJ Natural Gas/Oil 100% 8,675 145 1993 PJM-PSEG

Dartmouth MA Natural Gas/Oil 100% 8,715 (CCGT) / 11,326 (Peaker) 82 1996 ISO-NE

Elmwood Park NJ Natural Gas/Oil 100% 9,500 70 1989 PJM-PS North

Martins Creek 3&4 PA Natural Gas/Oil 100% 11,744 (Gas) / 10,676 (Oil) 1,708 1975 - 1977 PJM-MAAC

Newark Bay NJ Natural Gas/Oil 100% 8,680 122 1993 PJM-PS North

Peakers PA Natural Gas/Oil 100% Various 370 1967 - 1973 PJM

Pedricktown NJ Natural Gas/Oil 100% 8,455 117 1992 PJM-EMAAC

Susquehanna PA Nuclear 90% N/A 2,262 1983 - 1985 PJM-MAAC

Renewables PA Renewables 100% Various 7 Various PJM-MAAC

Colstrip 1 & 2 MT Coal 50% 10,941 307 1975, 1976 WECC

Colstrip 3 MT Coal 30% 10,660 222 1984, 1986 WECC

Subtotal 13,241

West Assets

Barney Davis 1 TX Natural Gas 100% 10,100 318 1974 ERCOT-South

Barney Davis 2 TX Natural Gas 100% 7,100 646 2010 ERCOT-South

Laredo 4 TX Natural Gas 100% 8,900 92 2008 ERCOT-South

Laredo 5 TX Natural Gas 100% 8,900 89 2008 ERCOT-South

Nueces Bay 7 TX Natural Gas 100% 7,100 648 2010 ERCOT-South

Subtotal 1,793

MACH Gen Assets

Athens NY Natural Gas 100% 7,100 1,138 2004 NYISO

Millennium MA Natural Gas 100% 6,975 335 2001 ISO-NE

Harquahala AZ Natural Gas 100% 7,100 1,054 2004 WECC

Subtotal 2,527

Total Talen 17,561


Group 1 Mitigation Overview

PPL and RJS Power identified possible FERC horizontal

market power concerns in PJM submarket 5004/5005 in their

FERC application for approval on July 15, 2014 and proposed

two divestiture options

Each divestiture option requires divestiture of one of two

proposed groups of between 1,300 and 1,400 MW of

generating capacity (based on summer ratings), with some

overlapping assets

On December 19, 2014, FERC conditionally approved the

transaction pending additional mitigation measures

- Option 1: Divest all assets from one group while limiting

assets retained from other group to cost-based rates

- Option 2: Divest all 2,000 MW of capacity from both groups

- Option 3: Propose an alternative mitigation plan

PPL, Talen Energy and RJS Power accepted Option 1 and

committed that Talen Energy would divest all assets from one

group and bid the retained assets at cost-based rates in the

energy market

In September 2015, Talen Energy requested that the FERC

approve a third option for complying with the mitigation

requirement that consists of Ironwood, Holtwood,

Wallenpaupack and C.P. Crane, and excludes the Sapphire

facilities. The timing of FERC's response is not known at this

time

Talen Energy has until June 2016 to enter into definitive

agreements under the terms of the existing order

Group 2

(1) Pedricktown capacity includes capacity dedicated to serving landlord load (which has historically averaged 9 MW)

Facility MW

Bayonne 0165

Camden 0145

Elmwood Park 0070

Newark Bay 0122

Pedricktown 0117

York 0046

Ironwood 0661

Total 1,326

Facility MW

Bayonne 0165

Camden 0145

Elmwood Park 0070

Newark Bay 0122

Pedricktown 0117

York 0046

C.P. Crane 0402

Holtwood 0262

Wallenpaupack 0045

Total 1,374

FERC Required Mitigation

(1)

(1)


Regulation G Reconciliations

Quarter-to-date Adjusted EBITDA ($ in millions)

Note: Please refer to Regulation G Reconciliation footnotes for quarter-to-date and year-to-date EBITDA on slide 28

Three Months

2015 2014

East West Other Total East West Other Total

Net income (loss) $ (401 ) $ 101

(Income) loss from discontinued operations (net of tax) 62 (7 )

Interest expense 55 31

Income taxes 39 74

Other (income) expense - net (1 ) (10 )

Operating income (loss) $ (230 ) $ 24 $ (40 ) $ (246 ) $ 242 $ — $ (53 ) $ 189

Depreciation 84 10 1 95 74 — — 74

Other income (expense) - net 1 — — 1 11 — (1 ) 10

Sapphire EBITDA (a) (100 ) — — (100 ) — — — —

EBITDA $ (245 ) $ 34 $ (39 ) $ (250 ) $ 327 $ — $ (54 ) $ 273

Unrealized (gain) loss on derivative contracts (b) (59 ) 9 — (50 ) (26 ) — — (26 )

Stock-based compensation expense (c) — — 1 1 — — 3 3

(Gain) loss from NDT funds (1 ) — — (1 ) (10 ) — — (10 )

ARO accretion 8 — — 8 8 — — 8

Coal contract adjustment (d) 41 — — 41 — — — —

Impairments (e) 588 — — 588 — — — —

Mechanical subsidiary revenue adjustment (f) — — — — (14 ) — — (14 )

TSA costs — — 14 14 — — — —

Separation benefits (g) — — — — — — 8 8

RJS transaction costs — — 1 1 — — — —

Other (l) 5 — — 5 5 — — 5

Adjusted EBITDA $ 337 $ 43 $ (23 ) $ 357 $ 290 $ — $ (43 ) $ 247



Year-to-date Adjusted EBITDA ($ in millions)

Note: Please refer to Regulation G Reconciliation footnotes for quarter-to-date and year-to-date EBITDA on slide 28

Net income (loss) $ (279) $ 48

(Income) loss from discontinued operations (net of tax)

Interest expense

Income taxes

Other (income) expense - net

O perating income (loss) $ 132 $ 18 $ (184) $ (34) $ 307 $ — $ (181) $ 126

Depreciation

Other income (expense) - net

Sapphire EBITDA (a)

EBITDA $ 289 $ 31 $ (183) $ 137 $ 554 $ — $ (180) $ 374

Unrealized (gain) loss on derivative contracts (b)

Stock-based compensation expense (c)

(Gain) loss from NDT funds

ARO accretion

Coal contract adjustment (d)

Impairments (e)

Mechanical subsidiary revenue adjustment (f)

TSA costs

Separation benefits (g)

Corette closure costs (h)

Terminated derivative contracts (i)

Revenue adjustment (j)

RJS transaction costs

Restructuring costs (k)

Other (l)

Adjusted EBITDA $ 825 $ 45 $ (105) $ 765 $ 740 $ — $ (135) $ 605

— —

12 — — 12 9 — — 9

— — 10 10 — —

— —

— — 6 6 — — — —

7 — — 7 — —

— —

(13) — — (13) — — — —

4 — — 4 — —

— —

— — 2 2 — — 30 30

— — 19 19 — —

— —

— — — — (17) — — (17)

588 — — 588 — —

— 23

41 — — 41 — — — —

25 — — 25 23 —

15 15

(11) — — (11) (21) — — (21)

— — 41 41 — —

— —

(117) 14 — (103) 192 — — 192

(99) — — (99) — —

— 225

12 — (1) 11 22 — 1 23

244 13 2 259 225 —

16

(11) (23)

49

(10)

146 95

61

Total

Nine Months

2015 2014

East West O ther Total East West O ther



Quarter-to-date and Year-to-date Adjusted EBITDA Footnotes

(a) Sapphire has been classified as discontinued operations since its June 1, 2015 acquisition. This includes an impairment recorded

during the three and nine months ended September 30, 2015.

(b) Represents unrealized gains (losses) on derivatives. Amounts have been adjusted for option premiums of $5 million and $14 million

for the three and nine months ended September 30, 2015 and $2 million and $6 million for the same periods in 2014.

(c) For periods prior to June 2015, represents the portion of PPL's stock-based compensation cost allocable to Talen Energy. Amounts for

the 2014 periods were cash settled with a former affiliate.

(d) To mitigate the risk of oversupply, Talen Energy incurred pre-tax charges of $41 million for the three and nine months ended September

30, 2015 to reduce its 2015 – 2018 contracted coal deliveries.

(e) Includes charges for goodwill and certain long lived assets.

(f) In 2014, Talen Energy recorded $14 million and $17 million for the three and nine month periods to "Energy-related businesses"

revenues on the 2014 Statement of Income related to prior periods and the timing of revenue recognition for a mechanical contracting

and engineering subsidiary.

(g) In June 2014, Talen Energy Supply's largest IBEW local ratified a new three-year labor agreement. In connection with the new

agreement, estimated bargaining unit one-time voluntary retirement benefits were recorded. In addition, the three and nine month

periods in 2014 include separation costs related to the spinoff transaction.

(h) Operations were suspended and the Corette plant was retired in March 2015.

(i) Represents net realized gains on certain derivative contracts that were early-terminated due to the spinoff transaction.

(j) Relates to a prior period revenue adjustment for the receipt of revenue under a transmission operating agreement with Talen Energy

Supply's former affiliate, PPL Electric.

(k) Costs related to the spinoff transaction, including FERC-required mitigation plan expenses and legal and professional fees.

(l) All periods include OCI amortization on non-active derivative positions and the 2015 periods include an asset write-off.



Year-to-Date Adjusted Free Cash Flow ($ in millions)

(a) Operations were suspended and the Corette plant was retired in March 2015.

(b) Costs related to the spinoff transaction, including FERC-required mitigation plan expenses and legal and professional fees.

Nine Months Ended September 30,

2015 2014

Cash from Operations $ 731 $ 465

Capital Expenditures, excluding growth (265 ) (299 )

Counterparty collateral paid (received) (76 ) 18

Adjusted Free Cash Flow, including other adjustments 390

184

Cash adjustments (after tax):

Coal contract adjustment 25 —

Transition Services Agreement costs 11 —

Separation benefits 1 18

Corette closure costs (a) 2 —

RJS transaction costs 4 —

Restructuring costs (b) 6 —

Adjusted Free Cash Flow $ 439 $ 202



Adjusted EBITDA Forecast ($ in millions)

(a) 2015 forecasted amounts include twelve months of performance from RJS, including the five-month period prior to acquisition and an adjustment for PPL allocations not expected to

continue in future periods, and have not been adjusted to reflect the acquisition of MACH Gen, LLC or the sale of Talen Renewable Energy.

(b) 2016 forecasted amounts have been adjusted to reflect the acquisition of MACH Gen, LLC and to remove the operations associated with the sales of Talen Renewable Energy and the

Ironwood, Holtwood, Lake Wallenpaupack and C.P. Crane plants. Does not include the impact of the sales transactions gain or loss or related tax effects.

(c) Low, midpoint and high 2015 amounts include $33 million of allocations from PPL and $33 million of TSA costs that are not expected to continue in future periods.

(d) Restructuring costs that are not expected to continue in future periods.

Low -

2015E (a) Midpoint -

2015E (a) High -

2015E (a)

Midpoint

2016E -

Adjusted for

Anticipated

Sales (b)

Net Income (Loss) $ (388 ) $ (373 ) $ (358 ) $ 77

Income Taxes (37 ) (27 ) (17 ) 41

Interest Expense 363 363 363 225

Depreciation and Amortization 401 401 401 409

EBITDA 339 364 389 752

Non-Cash Compensation 45 45 45 21

Asset Retirement Obligation 34 34 34 37

MTM losses (gains) (101 ) (101 ) (101 ) —

Nuclear decommissioning trust losses (gains) (12 ) (12 ) (12 ) (10 )

Impairments 588 588 588

Adjusted EBITDA, including other adjustments 893 918 943 800

Other Adjustments:

Transition Services Agreement costs and allocations (c) 66 66 66 45

Other (d) 91 91 91 —

Adjusted EBITDA $ 1,050 $ 1,075 $ 1,100 $ 845



Adjusted Free Cash Flow Forecast ($ in millions)

(a) 2015 forecasted amounts include twelve months of performance from RJS, including the five-month period prior to acquisition and an

adjustment for PPL allocations not expected to continue in future periods, and have not been adjusted to reflect the acquisition of MACH Gen,

LLC or the sale of Talen Renewable Energy.

(b) 2016 forecasted amounts have been adjusted to reflect the acquisition of MACH Gen, LLC and to remove the operations associated with the

sales of Talen Renewable Energy and the Ironwood, Holtwood, Lake Wallenpaupack and C.P. Crane plants. Does not include the impact of the

sales transaction s proceeds or related gain or loss and tax effects.

(c) Low, midpoint and high 2015 amounts include $19 million of allocations from PPL and $20 million of TSA costs that are not expected to

continue in future periods.

(d) Restructuring and certain other costs that are not expected to continue in future periods.

(e) Does not include growth capital expenditures of $38 million in 2015 and $84 million in 2016.

Low - 2015E

(a) Midpoint -

2015E (a) High -

2015E (a)

Midpoint

2016E -

Adjusted for

Anticipated

Sales (b)

Cash from Operations $ 870 $ 885 $ 900 $ 698

Capital Expenditures, excluding growth (500 ) (490 ) (480 ) (465 )

Counterparty collateral paid (received) (76 ) (76 ) (76 ) —

Adjusted Free Cash Flow, including other adjustments 294 319 344 233

Cash adjustments (after tax):

Transition Services Agreement costs and allocations (c) 39 39 39 27

Other (d) 42 42 42 —

Adjusted Free Cash Flow (e) $ 375 $ 400 $ 425 $ 260


Forward-Looking Information Statement Statements contained in this presentation, including statements with respect to future earnings, EBITDA, Adjusted EBITDA, Adjusted Free

Cash Flow results, net debt, cash flows, tax attributes, financing, regulation and corporate strategy are "forward-looking statements" within

the meaning of the federal securities laws. These statements often include words such as “believe,” “expect,” “anticipate,” ”intend,” “plan,”

“estimate,” “target,” “project,” “forecast,” “seek,” “will,” “may,” “should,” “could,” “would” or similar expressions. Although Talen Energy

Corporation believes that the expectations and assumptions reflected in these forward-looking statements are reasonable, these

statements are subject to a number of risks and uncertainties, and actual results may differ materially from the results discussed in the

statements. Among the important factors that could cause actual results to differ materially from the forward-looking statements are:

market demand and prices for energy, capacity and fuel; weather conditions affecting customer energy usage and operating costs;

competition in power markets; the effect of any business or industry restructuring; the profitability and liquidity of Talen Energy Corporation

and its subsidiaries; new accounting requirements or new interpretations or applications of existing requirements; operating performance

of generating plants and other facilities; unanticipated difficulties or delays in our ability to successfully integrate the RJS Power

businesses and to achieve anticipated synergies and cost savings as a result of the spinoff transaction and combination with RJS Power

delays in and/or additional costs to complete the proposed sales of Ironwood, East Hydro and C.P. Crane and/or the Brunner Island dual-

fuel project; unforeseen difficulties in successfully integrating the MACH Gen power facilities into Talen Energy's portfolio and/or in

successfully executing efforts to optimize and/or monetize the value of the Harquahala plant; unexpected costs or liabilities associated

with the MACH Gen power facilities; the length of scheduled and unscheduled outages at our generating plants; environmental conditions

and requirements and the related costs of compliance, including environmental capital expenditures and emission allowance and other

expenses; system conditions and operating costs; development of new projects, markets and technologies; performance of new ventures;

asset or business acquisitions and dispositions; receipt of necessary governmental permits or approvals; Talen Energy’s level of

indebtedness; capital market conditions and decisions regarding capital structure; the impact of state, federal or foreign investigations

applicable to Talen Energy Corporation and its subsidiaries; the outcome of litigation against Talen Energy Corporation and its

subsidiaries; stock price performance; the market prices of equity securities and the impact on pension income and resultant cash funding

requirements for defined benefit pension plans; the securities and credit ratings of Talen Energy Corporation and its subsidiaries; political,

regulatory or economic conditions in states, regions or countries where Talen Energy Corporation or its subsidiaries conduct business,

including any potential effects of threatened or actual terrorism or war or other hostilities; foreign exchange rates; new state, federal or

foreign legislation, including new tax legislation; changes in earnings estimates or buy/sell recommendations by analysts; volatility in

market demand and prices for energy, capacity, transmission services, emission allowances and RECs; competition in retail and

wholesale power and natural gas markets; and the commitments and liabilities of Talen Energy Corporation and its subsidiaries. Any such

forward-looking statements should be considered in light of such important factors and in conjunction with Talen Energy Corporation's

prospectus filed with the Securities and Exchange Commission pursuant to Rule 424(b)(3) on November 3, 2015 and its other reports on

file with the Securities and Exchange Commission.


EBITDA as presented in this presentation represents net income (loss) before interest expense, income taxes, depreciation and

amortization. Adjusted EBITDA as presented in this presentation represents EBITDA further adjusted for certain non-cash and other

items that management believes are not indicative of ongoing operations including, but not limited to, unrealized gains and losses

on derivative contracts, stock-based compensation expense, asset retirement obligation accretion, gains and losses on securities in

the NDT funds, impairments, gains or losses on sales, dispositions or retirements of assets, debt extinguishments and transition,

transaction and restructuring costs. EBITDA and Adjusted EBITDA are not intended to represent cash flows from operations,

operating income (loss) or net income (loss) as defined by U.S. Generally Accepted Accounting Principles ("GAAP") as indicators of

operating performance and are not necessarily comparable to similarly-titled measures reported by other companies. Management

cautions investors that amounts presented in accordance with Talen Energy’s definitions of EBITDA and Adjusted EBITDA may not

be comparable to similar measures disclosed by other companies because not all companies calculate EBITDA and Adjusted

EBITDA in the same manner. Talen Energy believes EBITDA and Adjusted EBITDA are useful to investors in evaluating Talen

Energy’s operating performance because they provide additional tools to compare business performance across companies and

across periods. Talen Energy believes that EBITDA is widely used by investors to measure a company’s operating performance

without regard to such items as interest expense, income taxes, depreciation and amortization, which can vary substantially from

company to company depending upon accounting methods and book value of assets, capital structure and the method by which

assets were acquired. Additionally, Talen Energy believes that investors commonly adjust EBITDA information to eliminate the

effect of restructuring and other expenses, which vary widely from company to company and impair comparability. Talen Energy

adjusts for these and other items, as management believes that these items would distort their ability to efficiently view and assess

the company’s core operating trends. In summary, management uses EBITDA and Adjusted EBITDA as measures of operating

performance to assist in comparing performance from period to period on a consistent basis and to readily view operating trends, as

measures for planning and forecasting overall expectations and for evaluating actual results against such expectations, as

measures of certain corporate financial goals used to determine variable compensation and in communications with the Talen

Energy Corporation Board of Directors, senior management, shareholders, creditors, analysts and investors concerning Talen

Energy’s financial performance. Net debt as presented in this presentation represents total debt less cash and cash equivalents.

Definitions of Non-GAAP Financial Measures


Adjusted Free Cash Flow represents Cash from Operations less capital expenditures, excluding growth-related capital

expenditures, adjusted for changes in counterparty collateral and further adjusted for after-tax transaction and restructuring costs,

and certain other after-tax cash items that management believes are not indicative of ongoing operations. Adjusted Free Cash Flow

should not be considered an alternative to Cash from Operations, which is determined in accordance with GAAP. Talen Energy

believes that Adjusted Free Cash Flow although a non-GAAP measure, is an important measure to both management and investors

as an indicator of the company’s ability to sustain operations without additional outside financing beyond the requirement to fund

maturing debt obligations. This measure is not necessarily comparable to similarly-titled measures reported by other companies as

they may be calculated differently.

Net debt as presented in this presentation represents total debt less cash and cash equivalents

Definitions of Non-GAAP Financial Measures

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