Exhibit 10.5

SUMMARY OF PERFORMANCE OBJECTIVES FOR AWARDS UNDER THE LONG-TERM INCENTIVE PLAN
OF CENTERPOINT ENERGY, INC.

Distributions pursuant to Performance Unit Awards and Performance Share Awards:

     o    for the 2002 - 2004 performance cycle are based on (i) a total
          shareholder return measure of CenterPoint Energy, Inc. compared to a
          peer group of companies in which at least 80% of revenues are
          generated from regulated operations (the "Total Shareholder Return
          Measure") and (ii) operating cash flow of CenterPoint Energy, Inc.
          ("Operating Cash Flow"), weighted 40% for the Total Shareholder Return
          Measure and 60% for Operating Cash Flow, for all participants other
          than those employed by Texas Genco Holdings, Inc. Distributions for
          participants employed by Texas Genco Holdings, Inc. are based on the
          Total Shareholder Return Measure, a combined goal based on controlling
          operations and maintenance expenses and capital expenditures and a
          goal based on limiting forced outages, weighted 25%, 40% and 35%,
          respectively;

     o    for the 2003 - 2005 performance cycle are based on the Total
          Shareholder Return Measure and Operating Cash Flow weighted 60% and
          40%, respectively, for all participants; and

     o    for the 2004 - 2006 performance cycle are based on a total shareholder
          return measure of CenterPoint Energy, Inc. compared to the companies
          in the S&P utility index for all participants.