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): JANUARY 23, 2004 ------------------------------ 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 ------------------------------ TEXAS GENCO HOLDINGS, INC. (Exact name of registrant as specified in its charter) TEXAS 1-31449 76-0695920 (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 ------------------------------ ITEM 5. OTHER EVENTS. On January 23, 2004, CenterPoint Energy, Inc. ("CenterPoint Energy") was notified by Reliant Resources, Inc. ("RRI") that RRI would not exercise its option to purchase CenterPoint Energy's 81% interest in Texas Genco Holdings, Inc. ("Texas Genco"). CenterPoint Energy intends to pursue alternatives to monetize its interest in Texas Genco that include seeking another purchaser and has engaged a financial advisor to assist in that effort. The obligations of CenterPoint Energy and Texas Genco under the option agreement with RRI terminated on January 24, 2004, the date on which the option expired. 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: January 29, 2004 By: /s/ James S. Brian -------------------------------- James S. Brian Senior Vice President and Chief Accounting Officer 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. TEXAS GENCO HOLDINGS, INC. Date: January 29, 2004 By: /s/ James S. Brian -------------------------------- James S. Brian Senior Vice President and Chief Accounting Officer