-------------------------------------------------------------------------------
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES
EXCHANGE ACT OF 1934 (AMENDMENT NO. )
Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by
Rule14a-6(e)(2))
[ ] Definitive Proxy Statement
[X] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Rule 14a-12
EL PASO CORPORATION
-------------------------------------------------------------------------------
(Name of Registrant as Specified in its Charter)
-------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
(1) Title of each class of securities to which transaction applies:
---------------------------------------------------------------------
(2) Aggregate number of securities to which transaction applies:
---------------------------------------------------------------------
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which
the filing fee is calculated and state how it was determined):
---------------------------------------------------------------------
(4) Proposed maximum aggregate value of transaction:
---------------------------------------------------------------------
(5) Total fee paid:
---------------------------------------------------------------------
[ ] Fee paid previously with preliminary materials:
[ ] Check box if any part of the fee is offset as provided by
Exchange Act Rule 0-11(a)(2) and identify the filing for which
the offsetting fee was paid previously. Identify the previous
filing by registration statement number, or the Form or Schedule
and the date of its filing.
(1) Amount Previously Paid:
---------------------------------------------------------------------
(2) Form, Schedule or Registration Statement No.:
---------------------------------------------------------------------
(3) Filing Party:
---------------------------------------------------------------------
(4) Date Filed:
-------------------------------------------------------------------------------
Q&A'S POSTED ON EL PASO'S STRAIGHT TALK INTRANET WEBSITE ON JUNE 16, 2003.
The following Q&As were posted on El Paso's Straight Talk Intranet Website on
June 16, 2003. Each Q&A contains a link to the legends, "CAUTIONARY
STATEMENTS REGARDING FORWARD-LOOKING STATEMENTS" and "ADDITIONAL IMPORTANT
INFORMATION", as provided here below.
SHAREHOLDERS MEETING Q&A
JUNE 16, 2003
IS IT APPROPRIATE FOR PROXY SOLICITATION FIRMS TO ASK SHAREHOLDERS HOW THEY
HAVE VOTED IN CONNECTION WITH THE SHAREHOLDERS' MEETING?
It is typical for proxy solicitation firms to telephone shareholders to ask
how they have voted in order to help the agency keep a running tally of the
votes. Some shareholders openly tell the callers which side they are
supporting. Others do not want to share that information. El Paso has
instructed MacKenzie Partners, its proxy soliciting firm, not to pressure
shareholders to reveal how they have voted.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This release includes forward-looking statements and projections, made in
reliance on the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. The company has made every reasonable effort to ensure
that the information and assumptions on which these statements and
projections are based are current, reasonable, and complete. However, a
variety of factors could cause actual results to differ materially from the
projections, anticipated results or other expectations expressed in this
release, including, without limitation, our ability to attract and retain
qualified members of the Board of Directors; the successful recruitment and
retention of a qualified CEO; the successful implementation of the 2003
operational and financial plan; the successful implementation of the
settlement related to the Western Energy Crisis; material and adverse impacts
from our proxy contest with Selim Zilkha/Oscar Wyatt; actions by the credit
rating agencies; the successful close of financing transactions; our ability
to successfully exit the energy trading business; our ability to divest of
certain non-core assets; changes in commodity prices for oil, natural gas,
and power; general economic and weather conditions in geographic regions or
markets served by El Paso Corporation and its affiliates, or where operations
of the company and its affiliates are located; the uncertainties associated
with governmental regulation; political and currency risks associated with
international operations of the company and its affiliates; inability to
realize anticipated synergies and cost savings associated with restructurings
and divestitures on a timely basis; difficulty in integration of the
operations of previously acquired companies, competition, and other factors
described in the company's (and its affiliates') Securities and Exchange
Commission filings. While the company makes these statements and projections
in good faith, neither the company nor its management can guarantee that
anticipated future results will be achieved. Reference must be made to those
filings for additional important factors that may affect actual results. The
company assumes no obligation to publicly update or revise any
forward-looking statements made herein or any other forward-looking
statements made by the company, whether as a result of new information,
future events, or otherwise.
ADDITIONAL IMPORTANT INFORMATION
On May 12, 2003, El Paso Corporation began the process of mailing its
definitive proxy statement, together with a WHITE proxy card. Shareholders
are strongly advised to read El Paso's proxy statement as it contains
important information. Shareholders may obtain an additional copy of El
Paso's definitive proxy statement and any other documents filed by El Paso
with the Securities and Exchange Commission for free at the Internet Web site
maintained by the Securities and Exchange Commission at www.sec.gov. Copies
of the definitive proxy statement are available for free at El Paso's
Internet Web site at www.elpaso.com or by writing to El Paso Corporation,
Investor Relations, P.O. Box 2511, Houston, TX 77252. In addition, copies of
El Paso's proxy materials may be requested by contacting El Paso's proxy
solicitor, MacKenzie Partners, Inc. at (800) 322-2885 Toll-Free or by email
at proxy@mackenziepartners.com. Information regarding the names, affiliation
and interests of individuals who may be deemed participants in the
solicitation of proxies of El Paso's shareholders is contained in El Paso's
definitive proxy statement