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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]
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Rule 14a-6(e)(2))
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EL PASO CORPORATION
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(Name of Registrant as Specified in its Charter)
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[LOGO - EL PASO]
May 30, 2003
Dear Fellow Employees,
I wanted to give you an update on the proxy contest and thank you for your
efforts on our behalf. My preference would be to thank you in person, but I
will be meeting with shareholders across the country next week.
This week we met with a number of our largest shareholders, and I believe
those meetings went very well. There is widespread appreciation of the fact
that we have made tremendous progress over the past several months. The
announcement or completion of 67 percent of our asset sales program, the
improvement in our liquidity, the renewal of our bank facilities, the
strengthening of our balance sheet and other accomplishments have all been
important to our investors, and they are encouraged by this progress.
Clearly the recovery in our stock and bond prices provide evidence of this
fact.
From my meetings with shareholders, I believe that they understand the
differences between the El Paso and Zilkha/Wyatt alternatives. Investors
see that we are executing a detailed business plan designed to reduce the
company's debt to a reasonable level, generate free cash flow, and invest
for the future. The dissidents do not have a well-defined plan for the
company. Instead of acknowledging the progress the company has made, they
remain obsessed with finger pointing over past decisions, many of which
were made during Mr. Zilkha's tenure on our Board. Ultimately, our
shareholders will vote for the Board and management that they believe will
best operate El Paso and deliver shareholder value. We are delivering on
our commitments. We have great employees, an excellent management team, a
solid Board, and a clear plan and program of execution for the future. For
these reasons, I am optimistic about the outcome of this contest.
As I mentioned at the start, I greatly appreciate the time you are taking
to call our shareholders. The people you are calling comprise a very
significant portion of our shareholder base, and they will be an important
factor in the final vote. Please keep calling and letting our shareholders
know that we have the Board, management, employees, plan, and program of
execution to complete El Paso's turnaround.
Thank you for your hard work.
Sincerely,
/s/ Ronald L. Kuehn, Jr.
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Chairman and Chief Executive Officer