Exhibit
4.11


SUPPLEMENTAL INDENTURE

ADDITIONAL SUBSIDIARY GUARANTEES


SUPPLEMENTAL INDENTURE (this “Supplemental
Indenture”), dated as of November 19, 2004, among Reliant Energy
Wholesale Generation, LLC, a Delaware limited liability company and successor by
merger to Reliant Energy Bighorn, LLC, Reliant Energy Hunterstown, LLC, Reliant
Energy Mid-Atlantic Development, Inc. and Reliant Energy Choctaw County, LLC
(the “Guaranteeing Subsidiary”) and a
subsidiary of Reliant Energy, Inc., formerly known as Reliant Resources, Inc.
(or its permitted successor), a Delaware corporation (the “Company”),
the Company, the other Guarantors (as defined in the Indenture referred to
herein) and Wilmington Trust Company, as trustee under the indenture referred
to below (the “Trustee”).


W I T N E S S E T H


WHEREAS, the Company has heretofore executed and
delivered to the Trustee an indenture (the “Indenture”),
dated as of July 1, 2003 providing for the original issuance of an aggregate
principal amount of $550,000,000 of 9.50% Senior Secured Notes due 2013 (the “Initial  Notes”),
and, subject to the terms of the Indenture, future unlimited issuances of 9.50%
Senior Secured Notes due 2013 (the “Additional
Notes,” and together with the Initial Notes, the “Notes”);


WHEREAS, the Indenture provides that under certain
circumstances the Guaranteeing Subsidiary shall execute and deliver to the
Trustee a supplemental indenture pursuant to which the Guaranteeing Subsidiary
shall unconditionally guarantee all of the Company’s Obligations under the
Notes and the Indenture (the “Note Guarantee”);
and


WHEREAS, pursuant to Section 9.01 of the Indenture,
the Trustee, the Company and the other Guarantors are authorized to execute and
deliver this Supplemental Indenture.


NOW THEREFORE, in consideration of the foregoing and
for good and valuable consideration, the receipt of which is hereby
acknowledged, the Guaranteeing Subsidiary, the Trustee, the Company and the
other Guarantors mutually covenant and agree for the equal and ratable benefit
of the Holders of the Notes as follows:


1.             Capitalized Terms.  Unless otherwise defined in this Supplemental
Indenture, capitalized terms used herein without definition shall have the
meanings assigned to them in the Indenture.


2.             Agreement to be Bound; Guarantee.  The Guaranteeing Subsidiary hereby becomes a
party to the Indenture as a Guarantor and as such will have all of the rights
and be subject to all of the Obligations and agreements of a Guarantor under
the Indenture.  The Guaranteeing
Subsidiary hereby agrees to be bound by all of the provisions of the Indenture
applicable to a Guarantor and to perform all of the Obligations and agreements
of a Guarantor under the Indenture.  In
furtherance of the foregoing, the Guaranteeing Subsidiary shall be deemed a Guarantor
for purposes of Article 12 of the Indenture, including, without limitation,
Section 12.02 thereof.


3.             NEW YORK LAW TO GOVERN.  THE
INTERNAL LAW OF THE STATE OF NEW YORK SHALL GOVERN AND BE USED TO CONSTRUE THIS
SUPPLEMENTAL INDENTURE BUT WITHOUT GIVING EFFECT TO APPLICABLE PRINCIPLES OF
CONFLICTS OF LAW TO THE EXTENT THAT THE APPLICATION OF THE LAWS OF ANOTHER
JURISDICTION WOULD BE REQUIRED THEREBY.













4.             Counterparts. The
parties may sign any number of copies of this Supplemental Indenture.  Each signed copy shall be an original, but
all of them together represent the same agreement.


5.             Effect of Headings.  The Section headings herein are for
convenience only and shall not affect the construction hereof.


6.             The Trustee.  The Trustee shall not be responsible in any
manner whatsoever for or in respect of the validity or sufficiency of this
Supplemental Indenture or for or in respect of the recitals contained herein,
all of which recitals are made solely by the Guaranteeing Subsidiary and the
Company.


7.             Ratification of Indenture; Supplemental Indenture
Part of Indenture.  Except as
expressly amended hereby, the Indenture is in all respects ratified and
confirmed and all the terms, conditions and provisions thereof shall remain in
full force and effect.  This Supplemental
Indenture shall form a part of the Indenture for all purposes, and every Holder
of Notes heretofore or hereafter authenticated and delivered shall by bound
hereby.













IN WITNESS WHEREOF, the parties hereto have caused
this Supplemental Indenture to be duly executed and attested, all as of the
date first above written.


Dated:  November 19,
2004


	
  

  	
  RELIANT ENERGY WHOLESALE 

  GENERATION, LLC

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	
   

  	 

	
   

  	
  By: 

  	
   

  	
  /s/ Andrew C. Johannesen

  	
   

  
	
   

  	
  Name:

  	
   

  	
  Andrew C. Johannesen

  	
   

  
	
   

  	
  Title:

  	
   

  	
  Assistant Treasurer

  	
   

  
								



 


 


	
  

  	
  RELIANT ENERGY, INC.

  and the Guarantors listed on Schedule 1 hereto

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	
   

  	 

	
   

  	
  By: 

  	
   

  	
  /s/ Andrew C. Johannesen

  	
   

  
	
   

  	
  Name:

  	
   

  	
  Andrew C. Johannesen

  	
   

  
	
   

  	
  Title:

  	
   

  	
  Assistant Treasurer

  	
   

  
								



 


 


	
  

  	
  RELIANT ENERGY SOLUTIONS, LLC

  	
   

  	
   

  	 

	
   

  	
  RELIANT ENERGY SOLUTIONS EAST, LLC

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	
   

  	 

	
   

  	
  By: 

  	
   

  	
  /s/ Gaeten Frotte

  	
   

  
	
   

  	
  Name:

  	
   

  	
  Gaeten Frotte

  	
   

  
	
   

  	
  Title:

  	
   

  	
  Treasurer

  	
   

  
								



 


 


	
  

  	
  RELIANT ENERGY CAPTRADES HOLDING CORP.

  	
   

  	 

	
   

  	
   

  	
   

  	
   

  	 

	
   

  	
  RELIANT ENERGY SABINE (DELAWARE), INC.

  	
   

  	 

	
   

  	
   

  	
   

  	
   

  	 

	
   

  	
  RELIANT ENERGY RENEWABLES HOLDINGS II, LLC

  	 

	
   

  	
   

  	
   

  	
   

  	 

	
   

  	
  By: 

  	
   

  	
  /s/ Patricia Genzel

  	
   

  
	
   

  	
  Name:

  	
   

  	
  Patricia Genzel

  	
   

  
	
   

  	
  Title:

  	
   

  	
  President

  	
   

  
								



 


 


	
  

  	
  WILMINGTON TRUST COMPANY, 

  as Trustee

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	
   

  	 

	
   

  	
  By:

  	
  /s/ Michael G. Oller

  	
   

  
	
   

  	
  Authorized Signatory

  	
   

  
							



 


 













Schedule
1 to


Supplemental
Indenture


 


	
  Reliant Energy Aurora I, LP

  
	
  Reliant Energy
  Aurora II, LP

  
	
  Reliant Energy
  Aurora Development, LLC

  
	
  Reliant Energy
  Aurora Holding, LLC

  
	
  Reliant Energy
  Aurora, LP

  
	
  Reliant Energy
  Broadband, Inc.

  
	
  Reliant Energy
  California Holdings, LLC

  
	
  Reliant Energy
  Communications, Inc. (successor by merger to Insync Internet Services Incorporated)

  
	
  Reliant Energy
  Capital (Europe), Inc.

  
	
  Reliant Energy
  Coolwater, Inc.

  
	
  Reliant Energy
  Corporate Services, LLC

  
	
  Reliant Energy
  Deer Park, Inc.

  
	
  Reliant Energy
  Electric Solutions, LLC

  
	
  Reliant Energy
  Ellwood, Inc.

  
	
  Reliant Energy
  Etiwanda, Inc.

  
	
  Reliant Energy
  Europe, Inc.

  
	
  Reliant Energy Florida, LLC 

  (formerly known as Reliant Energy Indian River, LLC, successor by merger to
  Reliant Energy Osceola, LLC)

  
	
  Reliant Energy Florida Holdings, LLC 

  (successor by merger to Reliant Energy Winter Haven, LLC and Reliant Energy
  New Smyrna Beach, LLC)

  
	
  Reliant
  Resources International Services, Inc.

  
	
  Reliant Energy
  Key/Con Fuels, LLC

  
	
  Reliant Energy
  Mandalay, Inc.

  
	
  Reliant Energy
  Net Ventures, Inc.

  
	
  Reliant Energy
  Northeast Generation, Inc.

  
	
  Reliant Energy
  Northeast Holdings, Inc.

  
	
  Reliant Energy
  Ormond Beach, Inc.

  
	
  Reliant Energy Asset Management, LLC

  (successor by merger to Reliant Energy Equipment Company, LLC and Reeves
  County Land Associates, LLC)

  
	
  Reliant Energy Power Generation, Inc. 

  (successor by merger to Reliant Energy Arrow Canyon, LLC, Reliant Energy
  Construction, LLC, Reliant Energy Desert Basin, LLC, Reliant Energy Signal
  Peak, LLC and Reliant Energy Development Services, Inc.)

  
	
  Reliant Energy
  Power Operations I, Inc.

  
	
  Reliant Energy
  Power Operations II, Inc.

  
	
  Reliant Energy
  Renewables, Inc.

  
	
  Reliant Energy
  Retail Holdings, LLC

  
	
  Reliant Energy
  Retail Services, LLC

  
	
  Reliant Energy
  Sabine (Texas), Inc.

  
	
  Reliant Energy
  Services Desert Basin, LLC

  
	
  Reliant Energy
  Services International, Inc.

  
	
  Reliant Energy
  Services, Inc. (successor by merger to Reliant Energy Services New Mexico,
  LLC)

  
	
  Reliant Energy
  Services Mid-Stream, LLC

  
	
  Reliant Energy
  Seward, LLC (successor by merger to Seward Trust)

  
	
  Reliant Energy
  Shelby I, LP

  
	
  Reliant Energy
  Shelby II, LP

  
	
  Reliant Energy
  Shelby County II, LP

  
	
  Reliant Energy
  Shelby County, LP

  
	
  Reliant Energy
  Shelby Development Corp.

  
	
  Reliant Energy
  Shelby Holding Corp.

  
	
  Reliant Energy
  Solutions Holdings, LLC

  
	
  Reliant Energy Texas Renewables GP, LLC 

  (formerly known as Reliant Energy Renewables Atascocita GP, LLC and successor
  by merger to each of Reliant Energy Baytown GP, LLC, Reliant Energy Blue
  Bonnet GP, LLC, Reliant Energy Coastal Plains GP, LLC, Reliant Energy Conroe
  GP, LLC and Reliant Energy Security GP, LLC)

  
	
  Reliant Energy Texas Renewables, LP 

  (formerly known as Reliant Energy Renewables Atascocita, LP, and successor by
  merger to Reliant Energy Baytown, LP, Reliant Energy Blue Bonnet, LP, Reliant
  Energy Coastal Plains, LP, Reliant Energy Conroe, LP and Reliant Energy Security,
  LP)

  
	
  Reliant Energy
  Trading Exchange, Inc.

  
	
  Reliant Energy
  Ventures, Inc.

  
	
  Reliant Energy
  Wholesale Service Company

  
	
  StarEn Power,
  LLC

  
	
  Texas Star
  Energy Company