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SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 11) Centerpoint Energy Inc. (Name of Issuer) Common Stock, No Par (Title of Class of Securities) 15189T 10 7 (CUSIP Number) Check the following box if a fee is being paid with this statement [ ]. CUSIP No. 15189T 10 7 13G Page 2 of 6 Pages 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above person Northern Trust Corporation 36-2723087 The Northern Trust Company 36-1561860 Northern Trust Bank, NA 86-0377338 Northern Trust Bank of California, NA 94-2938925 Northern Trust Bank of Florida, NA 36-3190871 Northern Trust Bank of Texas, NA 75-1999849 Northern Trust Investments, N.A. 36-3608252 Northern Trust Bank, FSB 38-3424562 Northern Trust Global Investments (Europe) Ltd 6807764922343A00 2 Check the appropriate box if a member of a group Not Applicable (a) [ ] (b) [ ] 3 S.E.C. use only 4 Citizenship or place of organization Northern Trust Corporation--a Delaware corporation with principal offices in Chicago, Illinois Number of shares beneficially owned by each reporting person with 5 Sole Voting Power 1,938,143 6 Shared Voting Power 29,638,251 7 Sole Dispositive Power 3,494,140 8 Shared Dispositive Power 150,546 9 Aggregate amount beneficially owned by each reporting person 31,652,938 10 Check box if the aggregate amount in Row (9) excludes certain shares. Not Applicable 11 Percent of class represented by amount in Row 9 10.21 12 Type of reporting person Northern Trust Corporation HC SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 Check the following box if a fee is being paid with statement [ ]. 1. (a) Centerpoint Energy Inc (Name of Issuer) (b) 1111 Louisiana St., Houston, Texas 77002 (Address of Issuer's Principal Executive Office) 2. (a) Northern Trust Corporation (Name of Person Filing) (b) 50 South LaSalle Street, Chicago, Illinois 60675 (Address of Person Filing) (c) U.S. (Delaware Corporation) (Citizenship) (d) Common Stock, No Par (Title of Class of Securities) (e) 15189T 10 7 (CUSIP Number) 3. This statement is being filed by Northern Trust Corporation as a Parent Holding Company in accordance with S240.13d-1(b) (1) (ii) (G). 4. (a) 31,652,938 (Amount Beneficially Owned) (b) 10.21 (Percent of Class) (c) Number of shares as to which such person has: (i) 1,938,143 (Sole Power to Vote or to Direct the Vote) (ii) 29,638,251 (Shared Power to Vote or to Direct the Vote) (iii) 3,494,140 (Sole Power to Dispose or Direct Disposition) (iv) 150,546 (Shared Power to Dispose or Direct Disposition) 5. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following: [ ] 6. Statement regarding ownership of 5 percent or more on behalf of another person: 7. Parent Holding Company reporting on behalf of the following subsidiaries, all of which are banks as defined in Section 3(a) (6) of the Act: The Northern Trust Company Northern Trust Bank N.A. 50 South LaSalle Street 2398 East Camelback Road Chicago, IL 60675 Phoenix, AZ 85016 Northern Trust Bank of California N.A. Northern Trust Bank of Florida N.A. 355 South Grand Avenue, Suite 2600 700 Brickell Avenue Los Angeles, CA 90071 Miami, FL 33131 Northern Trust Bank of Texas N.A. Northern Trust Investments, N.A. 2020 Ross Avenue 50 South LaSalle Street Dallas, TX 75201 Chicago, IL 60675 Northern Trust Bank, FSB Northern Trust Global Investments Europe Ltd 10 West Long Lake Road 6 Devonshire Square, London, UK EC2M 4YE Hills, MI 48304 8. Identification and Classification of Members of the Group. Not Applicable. 9. Notice of Dissolution of Group. Not Applicable. 10. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. NORTHERN TRUST CORPORATION _________________________________ By: Orie L. Dudley DATED: 02-07-2006 Title:Executive Vice President and Chief Investment Officer EXHIBIT TO SCHEDULE 13G FILED BY NORTHERN TRUST CORPORATION Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549-1004 Attention: Filing Desk, Stop 1-4 RE: Centerpoint Energy, Inc. Pursuant to the requirement of 240.13d-1(k) (1) (iii), this exhibit shall constitute our written agreement that the Schedule 13G to which this exhibit is attached is filed on behalf of Northern Trust Corporation and of its subsidiary(ies), as stated below, regarding our respective beneficial ownership in the above-captioned equity security. NORTHERN TRUST CORPORATION _________________________________ By: Orie L. Dudley DATED: 02-07-2006 Title:Executive Vice President and Chief Investment Officer The NORTHERN TRUST COMPANY NORTHERN TRUST INVESTMENTS, N.A. NORTHERN TRUST GLOBAL INVESTMENTS EUROPE LTD ________________________________________ By: Orie L. Dudley Title: Executive Vice President and Chief Investment Officer NORTHERN TRUST BANK, NA NORTHERN TRUST BANK OF CALIFORNIA, NA NORTHERN TRUST BANK OF FLORIDA, NA NORTHERN TRUST BANK OF TEXAS, NA ________________________________________ By: Quentin C. Johnson As its Authorized Representative NORTHERN TRUST BANK, FSB ________________________________________ By: Brian J. Hofmann As its Authorized Representative
Exhibit 1 to Schedule 13G
Filed by Northern Trust Corporation
CERTIFIED RESOLUTION
The undersigned certifies that the undersigned is the duly appointed, qualified
and acting Secretary or Assistant Secretary of Northern Trust Corporation, as
indicated below, and that the following resolution was duly adopted by the
Board of Directors of Northern Trust Corporation on April 19, 2005 and remains
in full force and effect:
RESOLVED, that each of the 'Executive Officers' of
Northern Trust Corporation (the 'Corporation'), as that
term is defined in Rule 3b-7 under the Securities Exchange
Act of 1934, and each of the following other officers of the
Corporation, is hereby authorized to sign, on behalf of the
Corporation, any Statements on Schedule 13G, and any
amendments to such Statements, required to be filed with
the Securities and Exchange Commission by the
Corporation with respect to any securities beneficially
owned by the Corporation and any of its direct or indirect
subsidiaries:
Orie L. Dudley, Jr.
Peter J. Flood
James D. McDonald
IN WITNESS WHEREOF, the undersigned has executed this certificate on
February 13, 2006.
/s/ Rose A. Ellis
Rose A. Ellis
Secretary
Northern Trust Corporation