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: February 12, 2003
(Date of Earliest Event Reported: February 11, 2003)
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
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On February 11, 2003, Moody's Investors Service announced it
downgraded the debt ratings of El Paso Corporation's senior
unsecured notes from Ba2 to Caa1 with a ratings outlook of
negative, and our pipeline operating Companies' ratings were
lowered from Ba1 to B1.
Although it is difficult to predict actual cash demands
based on the Moody's downgrade, we estimate that the incremental
cash demand required by our lower debt ratings (inclusive of the
Standard and Poor's downgrade on February 7, 2003) would be
approximately $200 million. We are therefore maintaining our
prior $2.2 billion estimate for total cash demands associated
with lowered debt ratings.
This document 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 filing, including, without limitation, the
positive acceptance of the plan to exit the energy trading
business by the credit rating agencies; the accounting and
financial consequences of the plan to exit the energy trading
business; the demand by third parties for cash collateral; the
successful implementation of the 2003 business plan; 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
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: February 12, 2003