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SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* BROOKFIELD ASSET MANAGEMENT INC. (Last) (First) (Middle) BROOKFIELD PLACE 181 BAY STREET SUITE 300 PO BOX 762 (Street) TORONTO A6 M5J2T3 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 09/30/2019	3. Issuer Name and Ticker or Trading Symbol Vistra Energy Corp. [ VST ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.01 per share	68,868,242(5)	I	See Footnotes(1)(2)(3)(4)(6)(7)(8)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* BROOKFIELD ASSET MANAGEMENT INC. (Last) (First) (Middle) BROOKFIELD PLACE 181 BAY STREET SUITE 300 PO BOX 762 (Street) TORONTO A6 M5J2T3 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Brookfield Private Funds Holdings Inc. (Last) (First) (Middle) BROOKFIELD PLACE 181 BAY STREET, SUITE 300 (Street) TORONTO A6 M2J2T3 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Brookfield Canada Adviser, LP (Last) (First) (Middle) BROOKFIELD PLACE 181 BAY STREET, SUITE 300 (Street) TORONTO A6 M2J2T3 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Brookfield Asset Management Private Institutional Capital Adviser (Canada) LP (Last) (First) (Middle) BROOKFIELD PLACE 181 BAY STREET, SUITE 300 (Street) TORONTO A6 M2J2T3 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Titan Co-Investment-FN, L.P. (Last) (First) (Middle) BROOKFIELD PLACE 200 VESEY STREET (Street) NEW YORK NY 10281-1023 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Titan Co-Investment-CN, L.P. (Last) (First) (Middle) BROOKFIELD PLACE 200 VESEY STREET (Street) NEW YORK NY 10281-1023 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Titan Co-Investment-GLH, L.P. (Last) (First) (Middle) BROOKFIELD PLACE 200 VESEY STREET (Street) NEW YORK NY 10281-1023 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Titan Co-Investment-DS, L.P. (Last) (First) (Middle) BROOKFIELD PLACE 200 VESEY STREET (Street) NEW YORK NY 10281 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Titan Co-Investment-AC, L.P. (Last) (First) (Middle) BROOKFIELD PLACE 200 VESEY STREET (Street) NEW YORK NY 10281 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Titan Co-Investment-RBS, L.P. (Last) (First) (Middle) BROOKFIELD PLACE 200 VESEY STREET (Street) NEW YORK NY 10281-1023 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. See Exhibit 99.1 for text of footnote (1).

2. See Exhibit 99.1 for text of footnote (2).

3. See Exhibit 99.1 for text of footnote (3).

4. See Exhibit 99.1 for text of footnote (4).

5. See Exhibit 99.1 for text of footnote (5).

6. See Exhibit 99.1 for text of footnote (6).

7. See Exhibit 99.1 for text of footnote (7).

8. See Exhibit 99.1 for text of footnote (8).

Remarks:

Due to the technical limitation on the number of reporting persons per filing, this filing is being made into four identical parts. This filing is part two of four. See Exhibit 99.2 - Joint Filer Information and Signatures.

	/s/ Katayoon Sarpash, Vice President	10/09/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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