Connected Transaction

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              DATANG INTERNATIONAL POWER GENERATION CO., LTD.
 (a sino-foreign joint stock limited company incorporated in the People's
                         Republic of China)  
                        (Stock Code: 00991)

                            ANNOUNCEMENT
                        CONNECTED TRANSACTION


TRANSFER AGREEMENT


On 21 December 2011, the Company entered into the Transfer Agreement with
Datang Shandong Company, pursuant to which the Company agreed to acquire
the shut-down capacity indices of small coal-fired power units owned by
Datang Shandong Company. The transaction amount was RMB144 million.


CONNECTED TRANSACTION


As at the date of this announcement, CDC is the controlling Shareholder
of the Company,  which together with its subsidiaries hold approximately
34.71% of the issued share capital of the Company. Datang Shandong Company
is a wholly-owned subsidiary of CDC and is therefore a Connected Person of
the Company. Accordingly, the entering into of the Transfer Agreement
constitutes a Connected Transaction of the Company under Chapter 14A of
the Listing Rules.

As each of the applicable percentage ratio (as defined in Rule 14.07 of
the Listing Rules) in respect of the Transfer Agreement is more than 0.1%
but less than 5%, such transaction is only subject to the reporting and
announcement requirements under Chapter 14A of the Listing Rules, but
exempt from the approval by the independent Shareholders of the Company. 


BACKGROUND


In view of the requirements for energy conservation and emissions reduction
in the PRC, and based on the spirit of the document Guo Fa [2007] No. 2
"Notice of the State Council on Approving Several Opinions of the NDRC and
the SEO on Accelerating the Closure of Small Coal-fired Power Units", the
"replacing small units with large units" policy has been strictly implemented
for newly approved nationwide coal-fired power projects since 2007. This
means the replacement of small-capacity units by the construction of
large-scale, high-efficiency and environmental-friendly new units is the
State's current major policy for the approval of coal-fired power projects.

In order to accelerate the construction of two ultra-supercritical generation
units of 1,000 MW for the Wushashan Power Plant Project Phase 2, the Company
entered into the Transfer Agreement with Datang Shandong Company on 21
December 2011, pursuant to which the Company agreed to acquire the shut-down
capacity indices of small coal-fired power units owned by Datang Shandong
Company. The transaction amount was RMB144 million.


TRANSFER AGREEMENT


Date 

21 December 2011


Major terms of the Transfer Agreement

Parties 

Transferor: Datang Shandong Company
Transferee: the Company


Subject Matter and Consideration


Datang Shandong Company agreed to transfer the total shut-down capacity
indices of 120 MW of the small units to the Company. After arm's length
negotiation between both parties with reference to the market prices in
Shandong region, the Company agreed to pay Datang Shandong Company a
compensation fee for the small-capacity units at RMB1,200 per kW, i.e.,
in the aggregate sum of RMB144 million. 

Both parties agreed that the shut-down capacity indices will be based
on the verification from the National Energy Administration, and
subject to the final approval from the NDRC.


Payment Method


Upon entering into the Transfer Agreement and within one month from
the receipt of information provided by Datang Shandong Company under
the Transfer Agreement, the Company shall make a prepayment for the
acquisition of the shut-down capacity indices in the sum of 
RMB52,800,000 to Datang Shandong Company. The balance of the
compensation fee is payable by the Company by installments according
to the progress of the review of Wushasan Power Plant Project Phase
2 by the relevant authorities in the PRC. 

In the event that the National Energy Administration is not able to
approve the validity of or the Company is not able to use the capacity
indices under the Transfer Agreement due to reasons which are not
caused by the Company, Datang Shandong Company shall repay all
compensation fee and applicable taxes to the Company within 15 business days.


Effective Date 


The agreement will become effective immediately after each of the
parties has obtained its respective internal approvals, and the
relevant authorised representatives have signed and affixed their
respective company seals thereto.


REASONS FOR AND BENEFITS OF ENTERING INTO THE TRANSFER AGREEMENT


Pursuant to the State's policy of "replacing small units with large
units", the replacement of small-capacity units by the construction
of large-scale, high-efficiency and environmental- friendly new
units is the State's current major policy for the approval of
coal-fired power projects. In order to accelerate the construction
of two ultra-supercritical generation units of 1,000 MW for the
Wushashan Power Plant Project Phase 2, further optimise the power 
generation structure and enhance the core competitiveness and
profitability of the Company, the Company entered into the
Transfer Agreement with Datang Shandong Company.

The terms of the Transfer Agreement were negotiated on arm's
length basis between both parties thereto with reference to
market prices in regions where the units are located, and have
been determined on normal commercial terms. The Directors consider
that the terms of the Transfer Agreement are fair and reasonable
and in the best interests of the Company and the Shareholders
as a whole.


CONNECTED TRANSACTION


As at the date of this announcement, CDC is the controlling
Shareholder of the Company, which together with its subsidiaries
hold approximately 34.71% of the issued share capital of the
Company. Datang Shandong Company is a wholly-owned subsidiary
of CDC and is therefore a Connected Person of the Company. 
Accordingly, the entering into of the Transfer Agreement
constitutes a Connected Transaction of the Company under
Chapter 14A of the Listing Rules.

As each of the applicable percentage ratio (as defined
in Rule 14.07 of the Listing Rules) in respect of the
Transfer Agreement is more than 0.1% but less than 5%,
such transaction is only subject to the reporting and
announcement requirements under Chapter 14A of the Listing
Rules, but exempt from the approval by the
independent Shareholders of the Company. 

Directors Mr. Liu Shunda, Mr. Hu Shengmu and Mr. Fang Qinghai
who have material interests in the transactions under
the Transfer Agreement (by virtue of being the principal
management staff of CDC) have abstained from voting at the
Board meeting for approving the Transfer Agreement.


INFORMATION RELATING TO THE COMPANY


The Company is principally engaged in the development and
operation of power plants, the sale of electricity and
thermal power, and the repair, testing and maintenance of
power equipment and power-related technical services, with
its main service areas being in the PRC.


INFORMATION RELATING TO DATANG SHANDONG COMPANY


Datang Shandong Company is a wholly-owned subsidiary
duly incorporated by CDC in Shandong Province on January
2009, with registered capital of RMB3,000 million. Its
main scope of businesses includes management of generation
and sale of power and thermal power; repair, testing,
operation maintenance, manufacture and sale of power equipment. 


DEFINITIONS

In this announcement, unless the context otherwise requires, 
the following expressions have the following meanings:

"A Share(s)"            the domestic ordinary share(s) of the
                        Company with a nominal value of RMB1.00
                        each and are listed on the Shanghai
                        Stock Exchange

"Board"                 the board of Directors of the Company

"CDC"                   China Datang Corporation, a State-owned
                        enterprise established under the laws of
                        the PRC and is a controlling Shareholder
                        of the Company, which together with its
                        subsidiaries owns approximately 34.71%
                        of the issued share capital of the Company
                        as at the date of this announcement

"Company"               Datang International Power Generation Co.,
                        Ltd., a sino-foreign joint stock limited
                        company incorporated in the PRC on 13
                        December 1994, whose H Shares are listed on the
                        Stock Exchange and the London Stock Exchange
                        and whose A Shares are listed on the Shanghai
                        Stock Exchange

"Connected Person"      has the meaning ascribed to it in the
                        Listing Rules

"Connected Transaction" has the meaning ascribed to it in the
                        Listing Rules

"Datang Shandong        Datang Shandong Power Generation Company,
 Company"               a wholly-owned subsidiary of CDC               

"Directors"             the director(s) of the Company
        
"H Share(s)"            the overseas listed foreign shares of the
                        Company with a nominal value of RMB1.00 each,
                        which are listed on the Stock Exchange and
                        the London Stock Exchange 

"Hong Kong"             the Hong Kong Special Administrative Region
                        of the PRC

"Listing Rules"         the Rules Governing the Listing of Securities
                        on the Stock Exchange 

"London Stock Exchange" The London Stock Exchange Limited
        
"NDRC"                  National Development and Reform Commission

"PRC"                   the People's Republic of China

"RMB"                   Renminbi, the lawful currency of the PRC

"Shareholder(s)"        the holder(s) of the Share(s)

"Shares"                the ordinary shares of the Company with a
                        nominal value of RMB1.00 each, comprising
                        domestic Shares and H Shares

"Stock Exchange"        The Stock Exchange of Hong Kong Limited

"SEO"                   the State Energy Office

"Transfer Agreement"    the transfer agreement dated 21 December 2011
                        entered into between the Company and Datang
                        Shandong Company in relation to the acquisition
                        of the total shut-down capacity indices of 
                        120 MW of the small units by the Company from
                        Datang Shandong Company

"Wushashan Power        the phase 2 expansion project for Zhejiang
 Plant Project          Datang International Wushashan Power Generation
  Phase 2"              Company Limited

"%"                     percent



                                        By Order of the Board  
                                                Zhou Gang     
                                        Secretary to the Board 



Beijing, the PRC, 21 December 2011

As at the date of this announcement, the Directors of the Company are:

Liu Shunda, Hu Shengmu, Cao Jingshan, Fang Qinghai, Zhou Gang,
Liu Haixia, Guan Tiangang, Su Tiegang, Ye Yonghui, Li Gengsheng,
Li Yanmeng*, Zhao Zunlian*, Li Hengyuan*, Zhao Jie*, Jiang Guohua*

* Independent non-executive Directors