ex10-1.htm


    Exhibit
10.1

     

    
      	
              Semiannual
      Servicer’s Certificate

            
	
              CenterPoint
      Energy Transition Bond Company, LLC (formerly Reliant Energy Transition
      Bond Company LLC)

            
	
              $748,897,000
      Transition Bonds, Series 2001-1

            
	 
      
	
              Pursuant
      to Section 6 of Annex 1 to the Transition Property Servicing Agreement
      (the "Agreement"), dated as of October 24, 2001,
between

            
	
              CenterPoint
      Energy Houston Electric, LLC (formerly Reliant Energy, Incorporated), as
      Servicer, and CenterPoint Energy Transition Bond Company,
    LLC

            
	
              (formerly
      Reliant Energy Transition Bond Company LLC), as Issuer, the Servicer does
      hereby certify as follows:

            
	 
      
	
              Capitalized
      terms used in this Semiannual Servicer’s Certificate have their respective
      meanings as

            
	
              set
      forth in the Agreement.  References herein to certain sections
      and subsections are references

            
	
              to
      the respective sections and subsections of the
  Agreement.

            
	 
      
	
              Collection
      Periods: March 14, 2008 through September 11, 2008

            
	
              Payment
      Date: September 15, 2008

            
	
              Today's
      Date: September 11, 2008

            


    

     

    
      
        
          	
                  1.
      Collections Allocable and Aggregate Amounts Available for Current Payment
      Date:

                	 	 	 
	
                  i.

                	 	
                  Remittances
      for the March 14 through 31, 2008 Collection Period

                	 	 	4,012,093.77	 
	
                  ii.

                	 	
                  Remittances
      for the April 1 through 30, 2008 Collection Period

                	 	 	7,060,885.30	 
	
                  iii.

                	 	
                  Remittances
      for the May 1 through 31, 2008 Collection Period

                	 	 	7,463,829.44	 
	
                  iv.

                	 	
                  Remittances
      for the June 1 through 30, 2008 Collection Period

                	 	 	7,128,418.35	 
	
                  v.

                	 	
                  Remittances
      for the July 1 through 31, 2008 Collection Period

                	 	 	9,444,395.31	 
	
                  vi.

                	 	
                  Remittances
      for the August 1 through 31, 2008 Collection Period

                	 	 	9,314,238.25	 
	
                  vii.

                	 	
                  Remittances
      for the September 1 through 11, 2008 Collection Period

                	 	 	3,751,432.49	 
	
                  viii.

                	 	
                  Net
      Earnings on Collection Account

                	 	 	 	 [through
      8/31/08]
	 	 	
                     General
      Subaccount

                	 	 	300,718.32	 
	 	 	
                     Overcollateralization
      Subaccount

                	 	 	27,457.69	 
	 	 	
                     Capital
      Subaccount

                	 	 	51,056.55	 
	 	 	
                     Reserve
      Subaccount

                	 	 	121,663.98	 
	
                  ix.

                	 	
                  General
      Subaccount Balance (sum of i through viii above)

                	 	 	48,676,189.45	 
	 	 	 
      	 	 	 	 
	
                  x.

                	 	
                  Reserve
      Subaccount Balance as of Prior Payment Date

                	 	 	9,742,884.30	 
	
                  xi.

                	 	
                  Overcollateralization
      Subaccount Balance as of Prior Payment Date

                	 	 	2,028,262.71	 
	
                  xii.

                	 	
                  Capital
      Subaccount Balance as of Prior Payment Date

                	 	 	3,744,485.00	 
	
                  xiii.

                	 	
                  Collection
      Account Balance (sum of ix through xii above)

                	 	 	64,191,821.46	 
	 	 	 
      	 	 	 	 


        

      

    

    
      
        	
                2.
      Outstanding Amounts as of Prior Payment Date:

              	 	 	 
	
                i.

              	 	
                Class
      A-1 Principal Balance

              	 	 	0.00	 
	
                ii.

              	 	
                Class
      A-2 Principal Balance

              	 	 	0.00	 
	
                iii.

              	 	
                Class
      A-3 Principal Balance

              	 	 	106,690,000.00	 
	
                iv.

              	 	
                Class
      A-4 Principal Balance

              	 	 	385,897,000.00	 
	
                v.

              	 	
                Aggregate
      Principal Balance of all Series 2001-1 Transition Bonds

              	 	 	492,587,000.00	 
	 	 	 
      	 	 	 	 


      

    

    
      	
              3.
      Required Funding/Payments as of Current Payment Date:

            	 	 	 	 	 	 
	 	 	 
      	 	
              Projected

            	 	 	 	 
	 	 	 
      	 	
              Principal

            	 	 	
              Semiannual

            	 
	 	 	
              Series
      2001-1 Principal

            	 	
              Balance

            	 	 	
              Principal
    Due

            	 
	 	 	 
      	 	 	 	 	 	 
	
              i.

            	 	
              Class
      A-1

            	 	 	0.00	 	 	 	0.00	 
	
              ii.

            	 	
              Class
      A-2

            	 	 	0.00	 	 	 	0.00	 
	
              iii.

            	 	
              Class
      A-3

            	 	 	63,441,199.00	 	 	 	43,248,801.00	 
	
              iv.

            	 	
              Class
      A-4

            	 	 	385,897,000.00	 	 	 	0.00	 
	
              v.

            	 	
              For
      all Series 2001-1 Transition Bonds

            	 	 	449,338,199.00	 	 	 	43,248,801.00	 
	 	 	 
      	 	 	 	 	 	 	 	 


    

    
      	 
      	 	 
      	 	
              Transition

            	 	 	
              Days
      in

            	 	 	 	 
	 
      	 	 
      	 	
              Bond

            	 	 	
              Interest

            	 	 	 	 
	 
      	 	 
      	 	
              Interest
    Rate

            	 	 	
              Period (1)

            	 	 	
              Interest
    Due

            	 
	 
      	 	 
      	 	 	 	 	 	 	 	 	 
	
              vi.

            	 	
              Required
      Class A-1 Interest

            	 	 	
              3.840
      

            	 %	 	 	180	 	 	 	0.00	 
	
              vii.

            	 	
              Required
      Class A-2 Interest

            	 	 	
              4.760
      

            	 %	 	 	180	 	 	 	0.00	 
	
              viii.

            	 	
              Required
      Class A-3 Interest

            	 	 	
              5.160

            	 %	 	 	180	 	 	 	2,752,602.00	 
	
              ix.

            	 	
              Required
      Class A-4 Interest

            	 	 	
              5.630

            	 %	 	 	180	 	 	 	10,863,000.55	 
	 
      	 	
              (1)
      On 30/360 Day basis.

            	 	 	 	 	 	 	 	 	 	 	 	 
	 
      	 	 
      	 	 	 	 	 	 	 	 	 	 	 	 


    

    
      
        	 	 	 	 	 	 	 	
                Funding

              	 	 	 	 
	 	 	 
      	 	
                Required
      Level

              	 	 	
                Required

              	 	 	 	 
	 	 	 
      	 	 	 	 	 	 	 	 	 
	
                x.

              	 	
                Overcollateralization
      Subaccount

              	 	 	2,184,282.92	 	 	 	156,020.21	 	 	 	 
	
                xi.

              	 	
                Capital
      Subaccount

              	 	 	3,744,485.00	 	 	 	0.00	 	 	 	 
	 	 	 
      	 	 	 	 	 	 	 	 	 	 	 


      

    

    
      
        
        

      

      
        1

        
          

        

      

      
        
        

      

       

    

    
      	
              4.
      Allocation of Remittances as of Current Payment Date Pursuant to Section
      8.02(d) of Indenture:

            	 
      
	
              i.

            	
              Trustee
      Fees and Expenses

            	 
      	 
      	
              0.00

            	 
      
	
              ii.

            	
              Servicing
      Fee

            	 
      	 
      	
              187,224.25

            	
               
      (1)

            
	
              iii.

            	
              Administration
      Fee and Independent Managers Fee

            	 
      	 
      	
              50,000.00

            	
               
      (2)

            
	
              iv.

            	
              Operating
      Expenses

            	 
      	 
      	
              52,970.53

            	
               
      (3)

            
	
              v.

            	
              Semiannual
      Interest (including any past-due Semiannual Interest for prior
      periods)

            
	 
      	 
      	 
      	 
      	 
      	 
      


    

    
      	 	 
      	 	 	 	 	
              Per
      $1,000

            	 
	 	 
      	 	 	 	 	
              of
      Original

            	 
	 	
              Series
      2001-1

            	 	
              Aggregate

            	 	 	
              Principal
      Amount

            	 
	 	 
      	 	 	 	 	 	 
	 	
              1.
      Class A-1 Interest Payment

            	 	 	0.00	 	 	 	0.00	 
	 	
              2.
      Class A-2 Interest Payment

            	 	 	0.00	 	 	 	0.00	 
	 	
              3.
      Class A-3 Interest Payment

            	 	 	2,752,602.00	 	 	 	21.17	 
	 	
              4.
      Class A-4 Interest Payment

            	 	 	10,863,000.55	 	 	 	28.15	 
	 	 
      	 	 	 	 	 	 	 	 


    

    
      	
              vi.

            	
              Principal
      Due and Payable as a result of Event of Default or on Final Maturity
      Date

            	 	 	 	 
	 
      	 
      	 	 	 	 	
              Per
      $1,000

            	 
	 
      	 
      	 	 	 	 	
              of
      Original

            	 
	 
      	
              Series
      2001-1

            	 	
              Aggregate

            	 	 	
              Principal
      Amount

            
	 
      	 
      	 	 	 	 	 	 
	 
      	
              1.
      Class A-1 Principal Payment

            	 	 	0.00	 	 	 	0.00	 
	 
      	
              2.
      Class A-2 Principal Payment

            	 	 	0.00	 	 	 	0.00	 
	 
      	
              3.
      Class A-3 Principal Payment

            	 	 	0.00	 	 	 	0.00	 
	 
      	
              4.
      Class A-4 Principal Payment

            	 	 	0.00	 	 	 	0.00	 
	 
      	 
      	 	 	 	 	 	 	 	 


    

    
      	
              vii.

            	
              Semiannual
      Principal

            	 	 	 	 	 	 
	 
      	 
      	 	 	 	 	
              Per
      $1,000

            	 
	 
      	 
      	 	 	 	 	
              of
      Original

            	 
	 
      	
              Series
      2001-1

            	 	
              Aggregate

            	 	 	
              Principal
      Amount

            
	 
      	 
      	 	 	 	 	 	 
	 
      	
              1.
      Class A-1 Principal Payment

            	 	 	0.00	 	 	 	0.00	 
	 
      	
              2.
      Class A-2 Principal Payment

            	 	 	0.00	 	 	 	0.00	 
	 
      	
              3.
      Class A-3 Principal Payment

            	 	 	43,248,801.00	 	 	 	332.68	 
	 
      	
              4.
      Class A-4 Principal Payment

            	 	 	0.00	 	 	 	0.00	 
	 
      	 
      	 	 	 	 	 	 	 	 


    

    
      	
              viii.

            	
              Amounts
      Payable to Credit Enhancement Providers (if applicable)

            	
              N/A

            	
               

            	 
      
	
              ix.

            	
              Operating
      Expenses not Paid under Clause (iv) above

            	 
      	0.00	
               

            	 
      
	
              x.

            	
              Funding
      of Capital Subaccount

            	 
      	55,923.66	
               

            	 
      
	
              xi.

            	
              Funding
      of Overcollateralization Subaccount

            	 
      	156,020.21	
               

            	 
      
	
              xii.

            	
              Net
      Earnings in Capital Subaccount Released to Issuer

            	 
      	51,056.55	
               

            	 
      
	
              xiii.

            	
              Deposit
      to Reserve Subaccount

            	 
      	0.00	
               

            	 
      
	
              xiv.

            	 Released
      to Issuer upon Series Retirement: Collection Account	 	0.00	 	 
	
              xv.

            	
              Aggregate
      Remittances as of Current Payment Date

            	 
      	57,417,598.75	
               

            	 
      


    

    
      	 
      	 
      	 
      	 
      
	 
      	 
      	
              (1)
      Servicing fee: $748,897,000 x .05% x 180/360 = $187,224.25

            	 
      
	 
      	 
      	
              (2)
      Administration fee: $50,000 x 180/180 = $50,000.00

            	 
      
	 
      	 
      	
              (3)
      Reimbursement to Administrator for fees/expenses paid to outside legal
      counsel ($34,915.83),

            	 
      
	 
      	 
      	
                    printer
      ($5,920.00) and independent accountants ($12,134.70).

            	 
      
	 
      	 
      	 
      	 
      


    

     

    
      
        
        

      

      
        2

        
          

        

      

      
        
        

      

       

    

    
      	
              5.
      Subaccount Withdrawals as of Current Payment Date

            	 
      	 
      	 
      	 
      
	
                  (if
      applicable, pursuant to Section 8.02(d) of Indenture):

            	 
      	 
      	 
      	 
      
	
              i.

            	
              Reserve
      Subaccount (available for 4.i. through 4.xii.)

            	 
      	 
      	
              8,741,409.30

            	 
      
	
              ii.

            	
              Overcollateralization
      Subaccount (available for 4.i. through 4.ix.)

            	
              0.00

            	 
      
	
              iii.

            	
              Capital
      Subaccount (available for 4.i. through 4.ix.)

            	 
      	 
      	
              0.00

            	 
      
	
              iv.

            	
              Total
      Withdrawals

            	 
      	 
      	
              8,741,409.30

            	 
      
	 
      	 
      	 
      	 
      	 
      	 
      


    

    
      	
              6.
      Outstanding Amounts and Collection Account Balance as of Current Payment
      Date

            	 
      
	
              (after
      giving effect to payments to be made on such Payment
Date):

            	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      	 
      
	 
      	
              Series
      2001-1

            	 
      	 
      	 
      	 
      
	
              i.

            	
              Class
      A-1 Principal Balance

            	 
      	 
      	
              0.00

            	 
      
	
              ii.

            	
              Class
      A-2 Principal Balance

            	 
      	 
      	
              0.00

            	 
      
	
              iii.

            	
              Class
      A-3 Principal Balance

            	 
      	 
      	
              63,441,199.00

            	 
      
	
              iv.

            	
              Class
      A-4 Principal Balance

            	 
      	 
      	
              385,897,000.00

            	 
      
	
              v.

            	
              Aggregate
      Principal Balance for all Series 2001-1 Transition Bonds

            	
              449,338,199.00

            	 
      
	 
      	 
      	 
      	 
      	 
      	 
      
	
              vi.

            	
              Reserve
      Subaccount Balance

            	 
      	 
      	
              1,001,475.00

            	 
      
	
              vii.

            	
              Overcollateralization
      Subaccount Balance

            	 
      	 
      	
              2,184,282.92

            	 
      
	
              viii.

            	
              Capital
      Subaccount Balance

            	 
      	 
      	
              3,800,408.66

            	 
      
	
              ix.

            	
              Aggregate
      Collection Account Balance

            	 
      	 
      	
              6,986,166.58

            	 
      
	 
      	 
      	 
      	 
      	 
      	 
      


    

    
      	
              7.
      Shortfalls In Interest and Principal Payments as of Current Payment
      Date

            	 
      	 
      	 
      
	
              (after
      giving effect to payments to be made on such Payment
Date):

            	 
      	 
      	 
      	 
      
	 	 	 	 	 	 
	
              i.

            	
              Semiannual
      Interest

            	 
      	 
      	 
      	 
      
	 
      	
              Series
      2001-1

            	 
      	 
      	 
      	 
      
	 
      	
              1.
      Class A-1 Bond Interest Payment

            	 
      	 
      	
              0.00

            	 
      
	 
      	
              2.
      Class A-2 Bond Interest Payment

            	 
      	 
      	
              0.00

            	 
      
	 
      	
              3.
      Class A-3 Bond Interest Payment

            	 
      	 
      	
              0.00

            	 
      
	 
      	
              4.
      Class A-4 Bond Interest Payment

            	 
      	 
      	
              0.00

            	 
      
	 
      	 
      	 
      	 
      	 
      	 
      
	
              ii.

            	
              Semiannual
      Principal

            	 
      	 
      	 
      	 
      
	 
      	
              Series
      2001-1

            	 
      	 
      	 
      	 
      
	 
      	
              1.
      Class A-1 Principal Payment

            	 
      	 
      	
              0.00

            	 
      
	 
      	
              2.
      Class A-2 Principal Payment

            	 
      	 
      	
              0.00

            	 
      
	 
      	
              3.
      Class A-3 Principal Payment

            	 
      	 
      	
              0.00

            	 
      
	 
      	
              4.
      Class A-4 Principal Payment

            	 
      	 
      	
              0.00

            	 
      
	 
      	 
      	 
      	 
      	 
      	 
      


    

    
      	
              8.
      Shortfalls in Required Subaccount Levels as of Current Payment
      Date

            	 
      	 
      	 
      	 
      
	
              (after
      giving effect to payments to be made on such Payment
Date):

            	 
      	 
      	 
      	 
      
	
              i.

            	
              Overcollateralization
      Subaccount

            	 
      	 
      	
              0.00

            	 
      
	
              ii.

            	
              Capital
      Subaccount

            	 
      	 
      	
              0.00

            	 
      
	 
      	 
      	 
      	 
      	 
      	 
      


    

    
      	 
      	 
      	 
      	 
      	 
      	 
      
	 
      	
              IN
      WITNESS HEREOF, the undersigned has duly executed and delivered
      this

            	 
      
	 
      	
              Semiannual
      Servicer's Certificate this 11th day of September, 2008.

            	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      	 
      
	 
      	
              CENTERPOINT
      ENERGY HOUSTON ELECTRIC, LLC

            	 
      	 
      	 
      
	 
      	
              (formerly
      RELIANT ENERGY, INCORPORATED), as Servicer

            	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      	 
      
	 
      	
              by:

            	
              /s/
      Linda Geiger

            	 
      	 
      	 
      
	 
      	 
      	
              Linda
      Geiger

            	 
      	 
      	 
      
	 
      	 
      	
              Assistant
      Treasurer

            	 
      	 
      	 
      


    

     

    
      
        
        

      

      
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