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

FORM 11-K

 

x                              ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the year ended Dec. 31, 2005

OR

o                                 TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number:  1-3034

XCEL ENERGY

401(K) SAVINGS PLAN

XCEL ENERGY INC. (the “Company”)

414 NICOLLET MALL
MINNEAPOLIS, MINNESOTA 55401

 

	INDEX
Report of Independent Registered Public Accounting Firm
Financial Statements:
Statements of Net Assets Available for Benefits as of Dec. 31, 2005 and 2004
Statements of Changes in Net Assets Available for Benefits for the Years Ended Dec. 31, 2005 and 2004
Notes to Financial Statements
Supplemental Schedules:
Schedule H - Line 4(i) - Schedule of Assets (Held at End of Year)
Signature
Exhibit 23.01: Consent of Independent Registered Public Accounting Firm

 

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We have audited the accompanying statements of net assets available for benefits of the Xcel Energy 401(k) Savings Plan (the “Plan”) as of December 31, 2005 and 2004, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2005 and 2004, and the changes in net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America.

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of (1) assets held as of December 31, 2005, and (2) reportable transactions for the year ended December 31, 2005, are presented for the purpose of additional analysis and are not a required part of the basic financial statements, but are supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. These supplemental schedules are the responsibility of the Plan’s management. Such schedules have been subjected to the auditing procedures applied in our audit of the basic 2005 financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ DELOITTE & TOUCHE LLP
DELOITTE & TOUCHE LLP
Minneapolis, Minnesota
June 28, 2006

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XCEL ENERGY
401(K) SAVINGS PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
As of Dec. 31, 2005 and 2004

		2005			2004
Assets
Receivables:
Employer contributions		$	12,565,054		$	13,704,478
Dividend		2,908,081			3,011,703
Total receivables		15,473,135			16,716,181
Xcel Energy Inc. Common Stock Fund (see note 9):
Participant directed		32,974,051			37,294,191
Non-participant directed		1,099,198			1,050,316
Total Xcel Energy Inc. Common Stock Fund		34,073,249			38,344,507
General investments:
Xcel Energy Inc. ESOP Stock Fund (see note 9)		215,615,934			225,814,457
Interest-bearing cash		35,601,936			33,094,397
Loans to participants		8,326,678			7,816,060
Value of interest in registered investment companies		725,904,350			680,443,484
Total general investments		1,019,522,147			947,168,398
Net assets available for benefits		$	1,034,995,282		$	1,002,229,086

 

See accompanying notes to financial statements.

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XCEL ENERGY
401(K) SAVINGS PLAN

STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
For the Years Ended Dec. 31, 2005 and 2004

 

		2005			2004
Contributions:
Xcel Energy contributions		$	12,564,922		$	13,704,478
Participant contributions		51,168,089			50,050,120
		63,733,011			63,754,598
Net investment income:
Interest		461,652			458,087
Dividends		37,642,462			30,141,145
Other		1,250			369
Net appreciation in fair value of:
Xcel Energy Inc. Common Stock Fund (see note 9)		492,012			2,687,802
Xcel Energy Inc. ESOP Stock Fund (see note 9)		3,752,697			14,815,176
Value of interest in registered investment companies		15,895,040			54,454,889
		58,245,113			102,557,468
Withdrawals, distributions, and expenses:
Benefits paid to participants		89,109,675			68,615,014
Administrative expenses		102,253			86,664
		89,211,928			68,701,678
Net increase before transfers		32,766,196			97,610,388
Transfers to this plan		—			957,361
Increase in net assets available for benefits		32,766,196			98,567,749
Net assets available for benefits:
Beginning of year		1,002,229,086			903,661,337
End of year		$	1,034,995,282		$	1,002,229,086

 

See accompanying notes to financial statements.

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XCEL ENERGY INC.
401(K) SAVINGS PLAN
(EIN: 41-0448030 PN: 003)

NOTES TO FINANCIAL STATEMENTS

1.     Summary of Significant Accounting Policies

Basis of Accounting — The accompanying financial statements have been prepared under the accrual method of accounting.

Investment Valuation — Investments are stated at fair value. Unrealized gains (appreciation) and losses (depreciation) are recorded for the net change in the fair value of investments during the year. Dividend income is accrued on the ex-dividend date.

Use of Estimates — The preparation of financial statements in conformity with generally accepted accounting principles (GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates.

Benefits — Benefits are recorded as paid.

2.     Description of Plan and Funding Policy

The following brief description of the Xcel Energy 401(k) Savings Plan (the Plan) is provided for general information purposes only. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA), as amended. Participants should refer to the Plan document for more complete information.

Eligibility — The Plan is a defined contribution employee benefit plan, which provides eligible employees of Xcel Energy Inc. (Xcel Energy) and participating subsidiaries of Xcel Energy (collectively the “Companies”) with the opportunity to contribute to a retirement savings plan. All full-time, part-time and temporary employees of the Companies (with the exception of bargaining unit employees covered by a Collective Bargaining Agreement that does not provide for participation in this Plan) are eligible for the Plan as of their first day of employment.

Participant Pre-tax Contributions — Individual participants may elect to have amounts deducted from their pay on a pre-tax basis and contributed to their individual accounts in the Plan. Employees can elect to start, stop or change their contribution election at any time. The maximum pre-tax contribution each year is 20 percent of annual base pay, not to exceed the Internal Revenue Service maximum of $14,000 for 2005. Employees age 50 or older during the plan year may make additional pre-tax contributions in excess of the plan limit or statutory limit (“catch-up contributions”), not to exceed $4,000 for 2005.

Participants may invest their contributions among the various investment funds offered by the Plan. Income on a participant’s investment in the fund is credited to each participants’ account based on the number of units in the participants’ investment in the fund and the funds’ unit value. In connection with the ERISA settlement on January 14, 2005, as described in Note 8, beginning on September 1, 2005 all participants may elect to transfer assets out of the Xcel Energy ESOP stock fund into other plan investments at any time.

Participant After-tax Contributions — The Plan also allows participants to make after-tax contributions through payroll deductions. Bargaining employees can make additional lump sum after-tax cash contributions to the Plan. After-tax contributions by payroll deduction or lump sum cash payments are subject to an annual limit of 10 percent of base pay. Combined pre-tax and after-tax contributions cannot exceed 20 percent of base pay in any given year.

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Employer Contributions — The Plan provides for a matching contribution based on the participant’s pension program, as noted below.

Non-bargaining and bargaining employees covered under the Pension Equity Plan Benefit or the Account Balance Plan Benefit (and non-bargaining employees of a participating employer not covered by a company-sponsored pension plan) are eligible to receive a matching contribution equal to 100% of the first 3% of pay, plus 50% of the next 2% of pay contributed on a pre-tax basis during the Plan year. To be eligible for a matching contribution, a participant must be an active employee on the last day of the Plan year or separated from service due to retirement, disability or death.

Non-bargaining employees and bargaining employees covered under the Traditional Plan Benefit received up to $1,400 and $1,150, respectively, in matching contributions from the Company for 2005.

The Companies may make an additional contribution to participants’ accounts at their discretion.

Dividends — Dividends earned on shares held in the Xcel Energy stock fund are automatically reinvested in Xcel Energy stock. Dividends earned on shares held in the Xcel Energy ESOP stock fund can be automatically reinvested in the Plan or paid in cash as a taxable distribution.

Benefits — Benefits are distributed after termination of employment, disability, death or certain qualifying hardships upon request of the participant (or the participant’s beneficiary). Each participant is fully vested in all contributions allocated to their account. Any retirement program credits transferred to this Plan from a prior plan account may be subject to different vesting requirements as described in Supplement A of the Plan document. Distributions may be made in the form of a single lump sum, direct rollover, partial lump sum or installments.

Administration — The Companies constitute a controlled group under Section 414(b) of the Internal Revenue Code. The parent corporation administers the Plan. Administrative expenses of the Plan are paid by the Companies, except for certain investment management fees.

Plan Termination — There is no specified term for the Plan, and the employer has not expressed any intent to terminate the Plan. The employer may terminate the Plan at any time in accordance with the provisions of the ERISA. Upon termination any remaining participant account balances will be held in trust until distribution to participants or transfer to another plan.

3.     Participant Loans

The Plan allows participants to borrow against funds held in their individual retirement savings account in any amount greater than $1,000 but less than 50 percent of the participant’s vested account balance. In no event can a participant borrow more than $50,000 less the highest outstanding loan balance during the preceding 12 months. Loans are for a period not to exceed 5 years for general purpose loans or 15 years for principal residential loans. The loan shall bear a rate of interest equal to the prime rate in effect on the first business day of the month in which the loan request is approved (at a rate from a major business news reporting service), plus one percent, and stays in effect until the loan is repaid. A participant can only have one loan outstanding at a time. Repayment of the loan plus interest is made through payroll deductions.

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4.     Significant Plan Assets

At Dec. 31, the market value of each of the following investments was in excess of 5 percent of the Plan’s net assets:

		2005			2004
Xcel Energy Inc. Common Stock Fund (see note 9)		$	248,627,067		$	263,820,814
Vanguard 500 Index Fund Investor Shares		$	183,469,415		$	183,065,364
Vanguard Total Bond Market Index Fund		$	113,363,098		$	116,576,066
Vanguard PRIMECAP Fund		$	91,253,027		$	90,947,730
Vanguard Mid-Cap Index Fund		$	79,101,175		$	59,206,076
Vanguard Wellington Fund		$	57,897,635		$	49,694,237	*

*                    The market value of the Vanguard Wellington Fund at 12/31/04 was not in excess of 5 percent of the Plan’s net assets.

5.     Federal Income Tax Status

The Internal Revenue Service has determined and informed Xcel Energy by letters dated October 9, 2003 that the Xcel Energy Retirement Savings Plan and the New Century Energies, Inc. Employees’ Savings and Stock Ownership Plan for Non-Bargaining Unit Employees, which merged to form this Plan on January 1, 2002, are qualified under the applicable sections of the Internal Revenue Code. Although an application has not been submitted on the new document, amended and restated as of January 1, 2002, the plan administrator believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the Code.

6.     Related Party Transactions

Certain investments of the Plan are shares of Xcel Energy Common Stock. Receivables include dividends on Xcel Energy common stock declared and payable to the Plan of $2,908,081 at Dec. 31, 2005.

Vanguard Fiduciary Trust Company manages certain investments of the Plan. Vanguard is a trustee as defined by the Plan and, therefore, these transactions are considered exempt party-in-interest transactions.

7.     Risks and Uncertainties

The Plan provides for investment in a variety of investment funds. Investments, in general, are exposed to various risks, such as interest rate, credit and overall market volatility risk. Due to the level of risk associated with certain investments, it is reasonably possible that changes in the values of the investments will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the statements of net assets available for benefits.

8.     Legal Contingencies

On September 23, 2002, and October 9, 2002, two essentially identical actions were filed in Federal District Court for the District of Colorado (the “Complaint”). The Plaintiffs include two classes of employee participants in the New Century Energies, Inc. Employees’ Savings and Stock Ownership Plan for Bargaining Unit Employees and Former Non-Bargaining Unit Employees and the Xcel Energy 401(k) Savings Plan. The Complaint names as defendants Xcel Energy Inc. as well as the board of directors and certain Company officers. The Complaint also asserts that the defendants breached their fiduciary duties under ERISA by; (a) investing an unreasonably large percentage of the Plan’s assets in company stock, (b) failing adequately to investigate and monitor the merits of the investments in Xcel Energy stock, (c) failing to take steps to eliminate or reduce the amount of Xcel Energy stock in the plans, (d) choosing to

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communicate with plan participants about these matters and then failing to give them accurate and adequate information, and (e) maintaining restrictions on the Xcel Energy stock held in the plans.

On January 14, 2005, the District Court issued an order of preliminary approval related to a settlement reached by the parties. Under the terms of the settlement, plaintiffs are to receive a payment of $8 million dollars, plus interest and net of expenses to the accounts of affected participants. A third party administrator has been selected to extract participant data from the plan and to allocate the settlement proceeds. This allocation has not been completed as of June 29, 2006 and this gain contingency has not been recorded in the statement of assets available for benefits of the Plan as of December 31, 2005.

9.     Xcel Energy Stock Funds

Xcel Energy Inc. Common Stock Fund:

 

Xcel Energy Inc. ESOP Stock Fund:

 

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Schedule H - Item 4(i)- Schedule of Assets (Held at End of Year)

Identity of Issue		Number of Shares		Cost			Current Value
Xcel Energy Inc. Common Stock Fund (1):
Xcel Energy common stock		1,845,788		$	30,225,478		$	34,073,249
Xcel Energy Inc. ESOP Stock Fund (1)
Xcel Energy common stock		11,680,170		218,995,758			215,615,934
Registered Investment Companies:
Vanguard 500 Index Fund (1)		1,596,497		165,032,653			183,469,415
Vanguard Total Bond Market Index (1)		11,268,698		114,698,246			113,363,098
Vanguard PRIMECAP Fund (1)		1,397,229		73,430,102			91,253,027
Vanguard Mid-Cap Index Fund (1)		4,486,737		58,528,992			79,101,175
Vanguard Wellington Fund (1)		1,907,665		53,880,431			57,897,635
Longleaf Partners Fund		1,122,207		29,898,804			34,754,745
PIMCO Total Return Fund		3,065,229		33,480,327			32,184,905
Wasatch Core Growth Fund		1,119,158		41,945,723			45,616,885
Vanguard Small-Cap Index Fund (1)		1,433,756		30,664,289			40,890,729
Vanguard Inflation Protected Securities (1)		1,522,389		18,613,787			18,512,253
Vanguard Developing Market Index (1)		2,495,902		19,867,941			25,483,164
VGI Brokerage Option (1)		3,377,319		3,110,167			3,377,319
Interest-bearing Cash:
Vanguard Prime Money Market (1)		35,601,936		35,601,936			35,601,936
Outstanding Participant Loans 5.00% - 10.51% (1)				8,326,678			8,326,678
Total				$	936,301,312		$	1,019,522,147

(1)             Represents transaction with party-in-interest (see note 6)

The accompanying notes to financial statements are an integral part of this schedule.

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Signature

 

 

As permitted under Form 11-K rules, the Company’s 401(k) Savings Plan is filing plan financial statements and schedules prepared in accordance with the financial reporting requirements of ERISA.

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Company’s Plan Administrator has duly caused this annual report to be signed on its behalf by the undersigned, thereunto duly authorized.

				Xcel Energy 401(k) Savings Plan
				(Registrant)
		By		/s/ TERESA S. MADDEN
				Teresa S. Madden
				Vice President and Controller
				Member, Pension Trust Administration Committee
June 28, 2006				Xcel Energy Inc.

 

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