UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: August 10, 2004
(Date of Earliest Event Reported: August 10, 2004)
EL PASO CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware 1-14365 76-0568816
(State or other (Commission File (I.R.S. Employer
jurisdiction of Number) Identification No.)
incorporation or
organization)
El Paso Building
1001 Louisiana Street
Houston, Texas 77002
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (713) 420-2600
Item 5. Other Events and Regulation FD Disclosure
-----------------------------------------
On August 10, 2004, we announced that we expect to file our
2003 Form 10-K before the end of the third quarter of 2004. We
also announced that we had received additional waivers on our
$3-billion revolving credit facility and certain other financings.
In connection with these waivers, we amended the $3-billion
revolving credit facility to (i) limit our ability and that of our
consolidated subsidiaries to repay indebtedness that is not
scheduled to occur before June 30, 2005 (the maturity date under
such revolving credit facility) and (ii) modify one of the events
of default under the credit facility. These waivers provide us
with an extension until September 30, 2004 to file our 2003 Form
10- K and until November 30, 2004 to file our first and second
quarter 2004 Form 10-Q's. A copy of this press release is
attached as Exhibit 99.A and is incorporated herein by reference.
A copy of the full bank amendment is attached as Exhibit 99.B
and is incorporated herein by reference.
On August 23, 2004, we will host a webcast at 10:00 a.m. EST
to further discuss the impact of the restatement and to provide a
financial and operational update.
Item 7. Financial Statements and Exhibits
---------------------------------
(c) Exhibits.
Exhibit
Number Description
------- -----------
99.A Press Release dated August 10, 2004.
99.B Second Amendment to the $3,000,000,000
Revolving Credit Agreement and Third Waiver
dated as of August 6, 2004 among El Paso
Corporation, El Paso Natural Gas Company,
Tennessee Gas Pipeline Company, ANR
Pipeline Company and Colorado Interstate
Gas Company, as Borrowers, the Lenders
party hereto and JPMorgan Chase Bank, as
Administrative Agent, ABN AMRO Bank N.V.
and Citicorp North America, Inc., as
Co-Documentation Agents, Bank of America,
N.A. and Credit Suisse First Boston, as Co-
Syndication Agents.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.
EL PASO CORPORATION
By: /s/ Jeffrey I. Beason
-------------------------------
Jeffrey I. Beason
Senior Vice President
and Controller
(Principal Accounting Officer)
Dated: August 10, 2004
EXHIBIT INDEX
Exhibit
Number Description
------- -----------
99.A Press Release dated August 10, 2004.
99.B Second Amendment to the $3,000,000,000
Revolving Credit Agreement and Third Waiver
dated as of August 6, 2004 among El Paso
Corporation, El Paso Natural Gas Company,
Tennessee Gas Pipeline Company, ANR
Pipeline Company and Colorado Interstate
Gas Company, as Borrowers, the Lenders
party hereto and JPMorgan Chase Bank, as
Administrative Agent, ABN AMRO Bank N.V.
and Citicorp North America, Inc., as
Co-Documentation Agents, Bank of America,
N.A. and Credit Suisse First Boston, as Co-
Syndication Agents.