Obligation Centerpoint Energy 6.625% ( US15189WAD20 ) en USD

Centerpoint Energy

100 % ▼

Etas-Unis

US15189WAD20 ( en USD )

6.625% par an ( paiement semestriel )

01/11/2037

Prospectus brochure de l'obligation CenterPoint Energy US15189WAD20 en USD 6.625%, échéance 01/11/2037

1 000 USD

250 000 000 USD

15189WAD2

BBB+ ( Qualité moyenne inférieure )

A3 ( Qualité moyenne supérieure )

01/11/2025 ( Dans 112 jours )

CenterPoint Energy est une entreprise américaine d'énergie intégrée qui fournit de l'électricité et du gaz naturel à des clients résidentiels, commerciaux et industriels dans plusieurs États du Midwest et du Sud des États-Unis.

L'Obligation émise par Centerpoint Energy ( Etas-Unis ) , en USD, avec le code ISIN US15189WAD20, paye un coupon de 6.625% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 01/11/2037

L'Obligation émise par Centerpoint Energy ( Etas-Unis ) , en USD, avec le code ISIN US15189WAD20, a été notée A3 ( Qualité moyenne supérieure ) par l'agence de notation Moody's.

L'Obligation émise par Centerpoint Energy ( Etas-Unis ) , en USD, avec le code ISIN US15189WAD20, a été notée BBB+ ( Qualité moyenne inférieure ) par l'agence de notation Standard & Poor's ( S&P ).

e424b2
424B2 1 h50589b2e424b2.htm 424B2
http://www.sec.gov/Archives/edgar/data/1042773/000095012907004982/h50589b2e424b2.htm (1 of 89)10/22/2007 10:20:26 AM

e424b2
Table of Contents
Filed Pursuant to Rule 424(b)(2)
Registration No. 333-145223

PROSPECTUS SUPPLEMENT
(To Prospectus Dated August 20, 2007)
$500,000,000

CenterPoint Energy Resources Corp.

$250,000,000 6.125% Senior Notes due 2017
$250,000,000 6.625% Senior Notes due 2037

The 2017 notes will bear interest at a rate of 6.125% per year from the date of issuance to, but excluding,
November 1, 2017, when they will mature. The 2037 notes will bear interest at a rate of 6.625% per year from
the date of issuance to, but excluding, November 1, 2037, when they will mature. We will pay interest on each
series of notes on May 1 and November 1 of each year, beginning on May 1, 2008. The notes of each series are
subject to optional redemption prior to maturity as described under the caption "Description of the Notes --
Optional Redemption."
The notes will be unsecured and will rank on a parity with all of our other unsecured and unsubordinated
indebtedness.

Investing in the notes involves risks. See "Risk Factors" beginning on page S-6 of this
prospectus supplement.

Neither the Securities and Exchange Commission nor any state securities commission has approved or
disapproved of these securities or determined if this prospectus supplement or the accompanying
prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

Per 2017

Per 2037

Note

Total

Note

Total

Public Offering Price(1)
99.658 % $ 249,145,000 98.995 % $ 247,487,500
Underwriting Discount
0.650 % $ 1,625,000 0.875 % $ 2,187,500
Proceeds, before expenses, to CenterPoint Energy
Resources Corp.(1)
99.008 % $ 247,520,000 98.120 % $ 245,300,000
http://www.sec.gov/Archives/edgar/data/1042773/000095012907004982/h50589b2e424b2.htm (2 of 89)10/22/2007 10:20:26 AM

e424b2

(1) Plus accrued interest from October 23, 2007, if settlement occurs after that date.

The underwriters expect to deliver the notes to purchasers in New York, New York on or about October 23,
2007 through the book-entry facilities of The Depository Trust Company.

Joint Book-Running Managers
Citi
Morgan StanleyUBS Investment Bank

Co-Managers

Comerica Securities

HSBC

Scotia Capital

SunTrust Robinson Humphrey

Wachovia Securities
The Williams Capital Group, L.

P.

Prospectus Supplement dated October 18, 2007.
http://www.sec.gov/Archives/edgar/data/1042773/000095012907004982/h50589b2e424b2.htm (3 of 89)10/22/2007 10:20:26 AM

e424b2

You should rely only on the information contained or incorporated by reference in this prospectus
supplement, the accompanying prospectus and any written communication from us or the underwriters
specifying the final terms of the offering. We have not, and the underwriters have not, authorized
anyone to provide you with different information. If anyone provides you with different or inconsistent
information, you should not rely on it. We are not making an offer to sell the notes and are not
soliciting an offer to buy the notes in any state where the offer or sale is not permitted. You should
assume that the information we have included in this prospectus supplement or the accompanying
prospectus is accurate only as of the date of this prospectus supplement or the accompanying
prospectus, as the case may be, and that any information we have incorporated by reference is accurate
only as of the date of the document incorporated by reference. If the information varies between this
prospectus supplement and the accompanying prospectus, the information in this prospectus
supplement supersedes the information in the accompanying prospectus.

Table of Contents

Prospectus Supplement

Page

Summary
S-1
Risk Factors
S-6
S-
Use of Proceeds

12
S-
Capitalization

12
S-
Description of the Notes

13
S-
Underwriting

24
S-
Legal Matters

26
S-
Experts

26
S-
Cautionary Statement Regarding Forward-Looking Information

26
S-
Where You Can Find More Information

27
S-
Incorporation by Reference

27

Prospectus

About This Prospectus
2
Where You Can Find More Information
3
http://www.sec.gov/Archives/edgar/data/1042773/000095012907004982/h50589b2e424b2.htm (4 of 89)10/22/2007 10:20:26 AM

e424b2
Incorporation by Reference
3
About CenterPoint Energy Resources Corp.
4
Risk Factors
4
Cautionary Statement Regarding Forward-Looking Information
5
Ratios of Earnings to Fixed Charges
6
Use of Proceeds
6
Description of Our Senior Debt Securities
7
Plan of Distribution
16
Legal Matters
17
Experts
17
S-i
http://www.sec.gov/Archives/edgar/data/1042773/000095012907004982/h50589b2e424b2.htm (5 of 89)10/22/2007 10:20:26 AM

e424b2
Table of Contents

SUMMARY
This summary highlights information from this prospectus supplement and the accompanying
prospectus. It is not complete and may not contain all of the information that you should consider
before investing in the notes. We encourage you to read this prospectus supplement, the accompanying
prospectus and the documents incorporated by reference in their entirety before making an investment
decision, including the information set forth under the heading "Risk Factors." References in this
prospectus supplement to "we," "us," "our," or other similar terms mean CenterPoint Energy
Resources Corp. and its subsidiaries, and references to "CenterPoint Energy" mean our indirect
parent, CenterPoint Energy, Inc., unless the context clearly indicates otherwise.
The terms "2017 notes" and "2037 notes" refer to the 6.125% senior notes due 2017 and the
6.625% senior notes due 2037, respectively. The term "notes" refers to the 2017 notes and the 2037
notes, collectively.

CENTERPOINT ENERGY RESOURCES CORP.
General
We own and operate natural gas distribution systems in six states. Wholly owned subsidiaries of ours
own interstate natural gas pipelines and gas gathering systems and provide various ancillary services.
Another wholly owned subsidiary of ours offers variable and fixed-price physical natural gas supplies
primarily to commercial and industrial customers and electric and gas utilities. We are an indirect
wholly owned subsidiary of CenterPoint Energy, a public utility holding company.
Our principal executive offices are located at 1111 Louisiana, Houston, Texas 77002 (telephone
number: 713-207-1111).
Recent Developments

Carthage to Perryville Pipeline Segment
In September 2007, one of our natural gas pipeline subsidiaries, CenterPoint Energy Gas Transmission
Company (CEGT), initiated an investigation into allegations received from two former employees of
the manufacturer of pipe installed in CEGT's Carthage to Perryville pipeline segment. That pipeline
segment was placed in commercial service in May 2007 after satisfactory completion of hydrostatic
testing designed to ensure that the pipe and its welds would be structurally sound when placed in
service and operated at design pressure. According to the complainants, records relating to radiographic
inspections of certain welds made at the fabrication facility had been altered resulting in the possibility
that pipe with the alleged substandard welds had been installed in the pipeline. In addition to
commencing an investigation utilizing outside legal counsel and other experts, CEGT immediately
informed appropriate government officials. CEGT has continued to keep those officials informed of
CEGT's activities and developments during its investigation. In conducting its investigation, among
other things, CEGT has interviewed the complainants and other individuals, including CEGT personnel,
http://www.sec.gov/Archives/edgar/data/1042773/000095012907004982/h50589b2e424b2.htm (6 of 89)10/22/2007 10:20:26 AM

e424b2
and reviewed documentation related to the manufacture and construction of the pipeline, including
radiographic records related to the allegedly deficient welds. CEGT has also consulted appropriate
technical consultants and pre-existing regulatory guidance and concluded that, absent new findings, the
pipeline segment could continue to be operated at existing pressures without threat to public health or
safety. Although its investigation is continuing, CEGT does not anticipate that it will be required to
cease or modify operation of its Carthage to Perryville line or take other remedial action as a result of
the allegations it has received.

Arkansas Rate Case
In September 2007, our natural gas distribution business (Gas Operations) and the Arkansas Public
Service Commission (APSC) staff entered into a Stipulation and Settlement Agreement (Settlement
Agreement) that, if approved by the APSC, will resolve the pending rate case of Gas Operations in
Arkansas. Gas
S-1
http://www.sec.gov/Archives/edgar/data/1042773/000095012907004982/h50589b2e424b2.htm (7 of 89)10/22/2007 10:20:26 AM

e424b2
Table of Contents
Operations has filed the Settlement Agreement with the APSC along with a joint motion of Gas
Operations and the APSC staff requesting approval of the Settlement Agreement. Under the terms of
the Settlement Agreement, the annual base revenues of Gas Operations are estimated to increase by
approximately $20 million. In addition, a revenue stabilization mechanism proposed by Gas Operations
to help stabilize revenues and eliminate the potential conflict between efforts to earn a reasonable return
on invested capital while promoting energy efficiency initiatives would be allowed to go into effect
upon approval of the Settlement Agreement. The Settlement Agreement contemplates an authorized
rate of return on equity of 9.65% (which reflects a reduction of 10 basis points agreed to by Gas
Operations for the implementation of the revenue stabilization mechanism). The other parties to the
proceeding agreed not to oppose the Settlement Agreement. A hearing on the merits of the joint motion
for approval of the Settlement Agreement was held before the APSC on October 2, 2007, and Gas
Operations is currently awaiting issuance of an order by the APSC.
http://www.sec.gov/Archives/edgar/data/1042773/000095012907004982/h50589b2e424b2.htm (8 of 89)10/22/2007 10:20:26 AM

e424b2
S-2
http://www.sec.gov/Archives/edgar/data/1042773/000095012907004982/h50589b2e424b2.htm (9 of 89)10/22/2007 10:20:26 AM

e424b2
Table of Contents
The Offering
Issuer
CenterPoint Energy Resources Corp.

Notes Offered
$250 million aggregate principal amount of 6.125% senior notes
due 2017.

$250 million aggregate principal amount of 6.625% senior notes
due 2037.

Maturity Date
November 1, 2017 for the 2017 notes.

November 1, 2037 for the 2037 notes.

Interest Payment Dates
May 1 and November 1, commencing on May 1, 2008.

Ranking
The notes will:

· be general unsecured obligations;

· rank equally in right of payment with all of our other
existing and future unsecured and unsubordinated
indebtedness; and

· with respect to the assets and earnings of our subsidiaries,
structurally rank below all of the liabilities of our
subsidiaries.

As of September 30, 2007, our consolidated subsidiaries had no
outstanding third-party debt, other than $150 million of debt
incurred as a result of the sale of receivables. In addition, as of
September 30, 2007, a 50 percent owned affiliate of ours had
$51 million of outstanding third-party debt.

Current Ratings (Outlook)
Moody's: Baa3 (Stable)
Standard & Poor's: BBB (Positive)
Fitch: BBB (Stable)

These credit ratings may not remain in effect for any given
period of time and one or more of these ratings may be lowered
or withdrawn entirely by a rating agency. We note that these
credit ratings are not recommendations to buy, sell or hold our
securities. Each rating should be evaluated independently of any
other rating. Any future reduction or withdrawal of one or more
of our credit ratings could have a material adverse impact on our
ability to access capital on acceptable terms.

http://www.sec.gov/Archives/edgar/data/1042773/000095012907004982/h50589b2e424b2.htm (10 of 89)10/22/2007 10:20:26 AM

Document Outline

sec.gov
- #1">e424b2