UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
SCHEDULE 14A INFORMATION
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El Paso Corporation
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EL PASO CORPORATION ANNOUNCES CHANGES TO ITS BOARD OF DIRECTORS; J. MICHAEL
TALBERT JOINS BOARD; JOHN BISSELL NAMED LEAD DIRECTOR
HOUSTON, TEXAS, MARCH 27, 2003--El Paso Corporation (NYSE:EP) today
announced that its Board of Directors voted unanimously to add J. Michael
Talbert, current chairman and former chief executive officer of Transocean
Inc., to the board effective April 1, 2003, and appointed John Bissell as
lead director. The board also appointed Joe B. Wyatt to lead the board's
compensation committee, and Robert W. Goldman to head the finance
committee.
Ronald L. Kuehn, Jr., El Paso's chairman and chief executive officer, said,
"We are delighted to welcome Mr. Talbert to El Paso's strong board. He
brings more than 30 years of experience in the oil and gas industry. We
value his insight to help us continue with our significant progress on the
implementation of our operational and financial plan. In addition, we are
confident that Mr. Bissell's exceptional record of strong leadership and
experience will be central to this company and its board as we work to
focus on our core businesses, reduce expenses, strengthen the balance
sheet, and enhance liquidity."
Mr. Bissell assumes the role of lead director from Ronald L. Kuehn, Jr. who
was named chairman chief executive officer on March 12. Mr. Bissell will
also assume leadership of the previously appointed internal CEO search
committee consisting of Ronald Kuehn, Jr., Joe B. Wyatt and Juan Carlos
Braniff.
Mr. Talbert was named chairman of Transocean Inc. in October 2002. He
served Transocean and its predecessor companies as chief executive officer
from 1994 until October 2002, and has been a member of the Board of
Directors since 1994. Previously, Mr. Talbert was president and chief
executive officer of Lone Star Gas Company, a natural gas distribution
company and subsidiary of ENSERCH Corporation, from 1990 to 1994. He was
also president of Texas Oil & Gas Company from 1987 to 1990, and served in
various positions at Shell Oil Company from 1970 to 1982. Mr. Talbert is
also a past chairman of the National Ocean Industries Association (NOIA)
and a member of the University of Akron's College of Engineering
Advancement Council. Mr. Talbert graduated from the University of Akron
with a BS in Chemical Engineering and received an MBA from Loyola
University.
El Paso Corporation is the leading provider of natural gas services and the
largest pipeline company in North America. The company has core businesses
in pipelines, production, midstream services, and power. El Paso
Corporation, rich in assets and fully integrated across the natural gas
value chain, is committed to developing new supplies and technologies to
deliver energy. For more information, visit www.elpaso.com.
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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This letter 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; 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
Prior to its 2003 annual meeting, El Paso will furnish to its shareholders
El Paso's definitive proxy statement relating to this meeting, together
with a WHITE proxy card. Shareholders are strongly advised to read this
proxy statement when it becomes available, as it will contain important
information.
Shareholders will be able to obtain this proxy statement, any amendments or
supplements to the 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 proxy statement and any amendments and supplements to the
proxy statement will also be available for free at El Paso's Internet web
site at www.elpaso.com or by writing to El Paso Corporation, Investor
Relations, PO Box 2511, Houston, TX 77252. In addition, copies of the proxy
materials may be requested by contacting our proxy solicitor, Mackenzie
Partners, Inc at (800) 322-2885 toll-free or by email at
proxy@mackenziepartners.com.
To the extent that individual customers, independent industry researchers,
financial analysts, or El Paso commissioned research, are quoted, it is El
Paso's policy to use reasonable efforts to verify the source and accuracy
of the quote. El Paso has not, however, sought or obtained the consent of
the quoted source to the use of such quote as proxy soliciting material.
Also, El Paso may express opinions and beliefs. Except as otherwise
expressly attributed to another individual or entity, these opinions and
beliefs are the opinions and beliefs of El Paso.
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 the Schedule 14A filed by El Paso with the
Securities and Exchange Commission on February 18, 2003, as amended by a
Schedule 14A filed by El Paso on March 18, 2003.
Contacts
Communications and Government Affairs
Norma F. Dunn, Senior Vice President
Office: (713) 420-3750
Fax: (713) 420-3632
Investor Relations
Bruce L. Connery, Vice President
Office: (713) 420-5855
Fax: (713) 420-4417
Alternate Contacts
Joele Frank/Dan Katcher
Joele Frank, Wilkinson Brimmer Katcher
Office: (212) 355-4449
Fax: (212) 355-4554