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SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

CENTERPOINT ENERGY INC

(Last)

(First)

(Middle)

1111 LOUISIANA

(Street)

HOUSTON

77002

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Enable Midstream Partners, LP [ ENBL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2016

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
10% Series A Preferred Units	02/18/2016		P⁽¹⁾		14,520,000	A	$25	14,520,000	D
Common Units Representing Limited Partner Interests								94,151,707	I⁽²⁾	See Footnote⁽²⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

CENTERPOINT ENERGY INC

(Last)

(First)

(Middle)

1111 LOUISIANA

(Street)

HOUSTON

77002

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

CENTERPOINT ENERGY RESOURCES CORP

(Last)

(First)

(Middle)

1111 LOUISIANA

(Street)

HOUSTON

77002

(City)

(State)

(Zip)

Explanation of Responses:

1. On January 28, 2016, CenterPoint Energy, Inc. ("CenterPoint Energy") and Enable Midstream Partners, LP (the "Issuer") entered into that certain Purchase Agreement, pursuant to which on February 18, 2016 CenterPoint Energy purchased these 14,520,000 units of 10% Series A Fixed-to-Floating Non-Cumulative Redeemable Perpetual Preferred Units (the "Series A Preferred Units") representing limited partner interests in the Issuer for a purchase price of $25.00 per Series A Preferred Unit.

2. CenterPoint Energy indirectly owns all of the outstanding equity interests in CenterPoint Energy Resources Corp. ("CERC"), an indirect wholly-owned subsidiary of CenterPoint Energy, which is the record holder of the common units and subordinated units of the Issuer. CenterPoint Energy may be deemed the beneficial owner of all common and subordinated units held by CERC. As of February 18, 2016, CenterPoint Energy, through CERC, holds 94,151,707 common units, representing a 22.3% limited partner interest in the Issuer and 139,704,916 subordinated units, representing a 33.1% interest in the Issuer, for a combined 55.4% limited partner interest in the Issuer.

Remarks:

	CenterPoint Energy, Inc., Vincent A. Mercaldi, Assistant Corporate Secretary	02/19/2016
	CenterPoint Energy Resources Corp., Vincent A. Mercaldi, Assistant Corporate Secretary	02/19/2016
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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