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UNITED STATES 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): NOVEMBER 3, 2005 ---------- CENTERPOINT ENERGY, INC. (Exact name of registrant as specified in its charter) TEXAS 1-31447 74-0694415 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 1111 LOUISIANA HOUSTON, TEXAS 77002 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (713) 207-1111 ---------- Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On November 3, 2005, CenterPoint Energy, Inc. ("CenterPoint Energy") reported third quarter 2005 earnings. For additional information regarding CenterPoint Energy's third quarter 2005 earnings, please refer to CenterPoint Energy's press release attached to this report as Exhibit 99.1 (the "Press Release"), which Press Release is incorporated by reference herein. The information in the Press Release is being furnished, not filed, pursuant to Item 2.02. Accordingly, the information in the Press Release will not be incorporated by reference into any registration statement filed by CenterPoint Energy under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. The exhibit listed below is furnished pursuant to Item 2.02 of this Form 8-K. (c) Exhibits. 99.1 Press Release issued November 3, 2005 regarding CenterPoint Energy, Inc.'s third quarter 2005 earnings.

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. CENTERPOINT ENERGY, INC. Date: November 3, 2005 By: /s/ James S. Brian ---------------------------------------- James S. Brian Senior Vice President and Chief Accounting Officer

EXHIBIT INDEX

[CENTERPOINT For more information contact ENERGY LOGO] MEDIA: LETICIA LOWE Phone 713.207.7702 INVESTORS: MARIANNE PAULSEN Phone 713.207.6500 FOR IMMEDIATE RELEASE PAGE 1 OF 4 - -------------------------------------------------------------------------------- CENTERPOINT ENERGY REPORTS THIRD QUARTER 2005 EARNINGS HOUSTON, TX -- NOVEMBER 3, 2005 - CenterPoint Energy, Inc. (NYSE: CNP) today reported net income of $50 million, or $0.15 per diluted share, for the third quarter of 2005 compared to a net loss of $1.1 billion, or $3.66 per diluted share, for the same period of 2004. The net loss for the third quarter of 2004 included an $894 million extraordinary charge to earnings for the write-down of generation-related regulatory assets resulting from the Public Utility Commission of Texas' (Texas PUC) deliberations in the company's stranded cost proceeding, and a $259 million net loss from discontinued operations related to the sale of Texas Genco Holdings, Inc. Income from continuing operations before extraordinary item for the third quarter of 2005 was $50 million, or $0.15 per diluted share, compared to $17 million, or $0.05 per diluted share, for the third quarter of 2004. The third quarter of 2005 included after-tax income of $23 million, or $0.07 per diluted share, related to interest on the company's authorized true-up balance. "I am pleased with the company's overall performance in the quarter despite the challenges brought on by two major hurricanes along our Gulf Coast service territories," said David M. McClanahan, president and chief executive officer of CenterPoint Energy. "We were fortunate to have avoided significant damage to our natural gas or electric delivery systems. And I'm extremely proud of our employees' extraordinary efforts in working to secure our systems and restoring power and natural gas service to our customers, as well as assisting other neighboring utilities. "Additionally, I am pleased that we've started to recover a portion of our stranded cost true-up balance through a competition transition charge, and we expect to recover the remainder of our authorized true-up balance by the end of the year through the issuance of transition bonds." For the nine months ended September 30, 2005, net income was $171 million, or $0.51 per diluted share, compared to a net loss of $1 billion, or $3.25 per diluted share, for the same period of 2004. Net income for the nine months ended September 30, 2005, included an extraordinary gain of $30 million related to an adjustment to the extraordinary loss recorded in the second half of 2004 as a result of actions taken by the Texas PUC. The net loss for the nine months ended September 30, 2004, included the $894 million extraordinary charge to earnings discussed above and a $154 million net loss from discontinued operations related to the sale of Texas Genco Holdings, Inc. - more -

[CENTERPOINT For more information contact ENERGY LOGO] MEDIA: LETICIA LOWE Phone 713.207.7702 INVESTORS: MARIANNE PAULSEN Phone 713.207.6500 FOR IMMEDIATE RELEASE PAGE 2 OF 4 - -------------------------------------------------------------------------------- Income from continuing operations before extraordinary item for the nine months ended September 30, 2005, was $144 million, or $0.43 per diluted share, compared to $43 million, or $0.14 per diluted share, for the same period of 2004. The nine months ended September 30, 2005, included after-tax income of $68 million, or $0.19 per diluted share, related to interest on the company's authorized true-up balance. OPERATING INCOME BY SEGMENT DETAILED ELECTRIC TRANSMISSION & DISTRIBUTION The electric transmission & distribution segment reported operating income of $183 million in the third quarter of 2005, consisting of $174 million for the regulated electric transmission & distribution utility (TDU) and $9 million for the transition bond company, which is an amount sufficient to pay interest on the transition bonds. Operating income for the third quarter of 2004 totaled $178 million, consisting of $169 million for the TDU and $9 million for the transition bond company. The TDU's revenues continued to benefit from solid customer growth, with nearly 53,000 metered customers added since September 30, 2004. Revenues also increased due to favorable weather, the implementation of a competition transition charge (CTC) to begin recovery of a portion of the company's true-up balance and higher transmission cost recovery. Operation and maintenance expenses increased primarily due to higher transmission costs and the absence of a gain on a land sale recorded in the third quarter of 2004. Depreciation and amortization expense increased primarily as a result of the amortization of the regulatory asset and rate case expenses being recovered through the CTC. In September, the TDU's service area in Texas felt the impact of hurricane Rita. Although damage to its electric facilities was limited, over 700,000 customers lost power at the height of the storm. The utility restored power to over a half million customers within 36 hours and all power was restored in less than five days. Revenues lost as a result of the storm were more than offset by warmer than normal weather during the quarter. Restoration costs in the TDU's service area are estimated to be in the range of $20 - $30 million and will be deferred for future recovery. Operating income for the nine months ended September 30, 2005, was $385 million, consisting of $358 million for the TDU and $27 million for the transition bond company. Operating income for the same period of 2004 totaled $390 million, consisting of $361 million for the TDU and $29 million for the transition bond company. - more -

[CENTERPOINT For more information contact ENERGY LOGO] MEDIA: LETICIA LOWE Phone 713.207.7702 INVESTORS: MARIANNE PAULSEN Phone 713.207.6500 FOR IMMEDIATE RELEASE PAGE 3 OF 4 - -------------------------------------------------------------------------------- NATURAL GAS DISTRIBUTION The natural gas distribution segment reported an operating loss of $12 million for the third quarter of 2005, compared to an operating loss of $2 million for the same period of 2004. Due to seasonal impacts, the third quarter for this segment is typically one of the weakest of the year. Higher margins in the company's natural gas distribution business from rate increases and customer growth were more than offset by increased bad debt expense associated with high natural gas prices, an increase in depreciation and amortization expense and higher taxes other than income taxes. Increased margins from our non-rate regulated natural gas sales business were substantially offset by the effects of mark-to-market accounting related to non-trading financial derivatives used to lock in economic margins of certain forward gas sales. During the quarter, the company's east Texas, Louisiana and Mississippi natural gas service areas were affected by hurricanes Katrina and Rita. Damage to the company's facilities was limited, but approximately 10,000 homes and businesses were damaged to such an extent that they will not be taking service for some time. The storm restoration costs and the impact on the company's operating income are expected to be limited. Operating income for the nine months ended September 30, 2005, was $146 million compared to $137 million for the same period of 2004. PIPELINES AND GATHERING The pipelines and gathering segment reported operating income of $52 million for the third quarter of 2005 compared to $35 million for the same period of 2004. The pipeline business achieved higher operating income driven by increased demand for transportation and ancillary services. The gas gathering operations benefited from increased throughput and demand for its services. Operating income for the nine months ended September 30, 2005, was $168 million compared to $123 million for the same period of 2004. OTHER OPERATIONS The company's other operations reported operating income of $2 million for the third quarter of 2005 compared to an operating loss of $4 million for the same period of 2004. The operating loss for the nine months ended September 30, 2005, was $12 million compared to an operating loss of $17 million for the same period of 2004. - more -

[CENTERPOINT For more information contact ENERGY LOGO] MEDIA: LETICIA LOWE Phone 713.207.7702 INVESTORS: MARIANNE PAULSEN Phone 713.207.6500 FOR IMMEDIATE RELEASE PAGE 4 OF 4 - -------------------------------------------------------------------------------- RECOVERY OF TRUE-UP BALANCE On September 13, 2005, the company started recovering a portion of its true-up balance approved by the Texas PUC when it implemented a CTC to collect $600 million over 14 years, plus interest at an annual rate of 11.075 percent. The company has also begun to collect approximately $24 million of approved rate case expenses over three years. In addition, the company expects to issue over $1.8 billion in transition bonds before the end of the year to recover the remaining authorized true-up balance. WEBCAST OF EARNINGS CONFERENCE CALL CenterPoint Energy's management will host an earnings conference call on Thursday, November 3, 2005, at 10:30 a.m. Central time or 11:30 a.m. Eastern time. Interested parties may listen to a live, audio broadcast of the conference call at www.CenterPointEnergy.com/investors/events. A replay of the call can be accessed approximately two hours after the completion of the call, and will be archived on the web site for at least one year. CenterPoint Energy, Inc., headquartered in Houston, Texas, is a domestic energy delivery company that includes electric transmission & distribution, natural gas distribution and sales, and interstate pipeline and gathering operations. The company serves nearly five million metered customers primarily in Arkansas, Louisiana, Minnesota, Mississippi, Oklahoma, and Texas. Assets total approximately $16 billion. With more than 9,000 employees, CenterPoint Energy and its predecessor companies have been in business for more than 130 years. For more information, visit the Web site at www.CenterPointEnergy.com. ***** This news release includes forward-looking statements. Actual events and results may differ materially from those projected. The statements in this news release regarding future financial performance and results of operations and other statements that are not historical facts are forward-looking statements. Factors that could affect actual results include the timing and outcome of the true-up proceeding and any legal proceedings related thereto, the timing and impact of future regulatory and legislative decisions, effects of competition, weather variations, changes in CenterPoint Energy's or its subsidiaries' business plans, financial market conditions, the timing and extent of changes in commodity prices, particularly natural gas, the impact of unplanned facility outages and other factors discussed in CenterPoint Energy's and its subsidiaries' Form 10-Ks for the period ended December 31, 2004, Form 10-Qs for the periods ended March 31, 2005, June 30, 2005 and September 30, 2005, and other filings with the Securities and Exchange Commission. ###

CenterPoint Energy, Inc. and Subsidiaries Statements of Consolidated Operations (Millions of Dollars) (Unaudited)

Reference is made to the Notes to the Consolidated Financial Statements contained in the Annual Report on Form 10-K of CenterPoint Energy, Inc.

CenterPoint Energy, Inc. and Subsidiaries Selected Data From Statements of Consolidated Operations (Millions of Dollars, Except Share and Per Share Amounts) (Unaudited)

(1) On January 26, 2005, the Company's board of directors declared a dividend of $0.10 per share of common stock payable on March 10, 2005 to shareholders of record as of the close of business on February 16, 2005. On March 3, 2005, the Company's board of directors declared a dividend of $0.10 per share of common stock payable on March 31, 2005 to shareholders of record as of the close of business on March 16, 2005. This additional first quarter dividend was declared in lieu of the regular second quarter dividend to address technical restrictions that might limit the Company's ability to pay a regular dividend during the second quarter of this year. On June 2, 2005, the Company's board of directors declared a dividend of $0.07 per share of common stock payable on June 30, 2005 to shareholders of record as of the close of business on June 15, 2005. On August 31, 2005, the Company's board of directors declared a dividend of $0.07 per common share of common stock payable on September 30, 2005 to shareholders of record as of the close of business on September 12, 2005. Reference is made to the Notes to the Consolidated Financial Statements contained in the Annual Report on Form 10-K of CenterPoint Energy, Inc.

CenterPoint Energy, Inc. and Subsidiaries Results of Operations by Segment (Millions of Dollars) (Unaudited)

Reference is made to the Notes to the Consolidated Financial Statements contained in the Annual Report on Form 10-K of CenterPoint Energy, Inc.

CenterPoint Energy, Inc. and Subsidiaries Results of Operations by Segment (Millions of Dollars) (Unaudited)

Reference is made to the Notes to the Consolidated Financial Statements contained in the Annual Report on Form 10-K of CenterPoint Energy, Inc.

CenterPoint Energy, Inc. and Subsidiaries Results of Operations by Segment (Millions of Dollars) (Unaudited)

Capital Expenditures by Segment (Millions of Dollars) (Unaudited)

Interest Expense Detail (Millions of Dollars) (Unaudited)

(1) In accordance with Emerging Issues Task Force Issue No. 87-24 "Allocation of Interest to Discontinued Operations", in 2004, we have reclassified interest to discontinued operations of Texas Genco based on net proceeds received from the sale of Texas Genco of $2.5 billion, and have applied the proceeds to the amount of debt assumed to be paid down in 2004 according to the terms of the respective credit facilities in effect for that period. In periods where only the term loan was assumed to be repaid, the actual interest paid was reclassified. In periods where a portion of the revolver was assumed to be repaid, the percentage of that portion of the revolver to the total outstanding balance was calculated, and that percentage was applied to the actual interest paid in those periods to compute the amount of interest reclassified. Total interest expense was $206 million and $177 million for the three months ended September 30, 2004 and 2005, respectively, and $621 million and $549 million for the nine months ended September 30, 2004 and 2005, respectively. Interest expense of $14 million for the three months ended September 30, 2004, and $38 million for the nine months ended September 30, 2004, was reclassified to discontinued operations of Texas Genco. Reference is made to the Notes to the Consolidated Financial Statements contained in the Annual Report on Form 10-K of CenterPoint Energy, Inc.

CenterPoint Energy, Inc. and Subsidiaries Condensed Consolidated Balance Sheets (Millions of Dollars) (Unaudited)

Reference is made to the Notes to the Consolidated Financial Statements contained in the Annual Report on Form 10-K of CenterPoint Energy, Inc.

CenterPoint Energy, Inc. and Subsidiaries Condensed Statements of Consolidated Cash Flows (Millions of Dollars) (Unaudited)

Reference is made to the Notes to the Consolidated Financial Statements contained in the Annual Report on Form 10-K of CenterPoint Energy, Inc.