SCHEDULE 14A
(RULE 14A-101)
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
Rule 14a-6(e)(2))
[ ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[X ] Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12
EL PASO ENERGY CORPORATION
----------------------------
(Name of Registrant as specified in its charter)
----------------------------
(Name of person(s) filing proxy statement, if other than 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:
(4) Proposed maximum aggregate value of transactions:
(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:
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El Paso Energy Corporation ("El Paso") and certain other
persons named below may be deemed to be participants in the
solicitation of proxies in respect of the proposed merger
(the "Merger") of El Paso Merger Company, a wholly-owned
subsidiary of El Paso ("Merger Sub"), with and into The
Coastal Corporation ("Coastal"), and the issuance of shares
of common stock, par value $3.00 per share, of El Paso, in
connection therewith, pursuant to the Agreement and Plan of
Merger, dated as of January 17, 2000, by and among El Paso,
Coastal and Merger Sub. The participants in this
solicitation may include the directors of El Paso (Ronald
L. Kuehn, Jr. (Chairman), Byron Allumbaugh, Juan Carlos
Braniff, James F. Gibbons, Ben F. Love, Max L. Lukens,
Kenneth L. Smalley, Adrian Tocklin, Malcolm Wallop, William
A. Wise, Joe B. Wyatt, and Selim K. Zilkha); and the
following officers and employees of El Paso: William A.
Wise (President and Chief Executive Officer), Jeffrey I.
Beason (Vice President and Controller), Alan Bishop
(Manager, Stock Transfer Activities), H. Brent Austin
(Executive Vice President and Chief Financial Officer),
Bruce L. Connory (Vice President, Investor and Public
Relations), Norma F. Dunn (Senior Vice President, Investor
and Public Relations), Ralph Eads (Executive Vice
President, Production, Power and Gas Group), John B.
Holmes, Jr. (President, El Paso Production Company), John
D. Hushon (President, El Paso Energy International
Company), Greg G. Jenkins (President, El Paso Merchant
Energy Company), Bridget Mc Evoy (Manager, Investor
Relations), Robert G. Phillips (President, El Paso Field
Services Company), Joel Richards III (Executive Vice
President, Human Resources and Administration), C. Dana
Rice (Senior Vice President and Treasurer), Patricia A.
Shelton (President, El Paso Natural Gas Company), David L.
Siddall (Vice President, Associate General Counsel and
Corporate Secretary), William A. Smith (Executive Vice
President, Business Development), John W. Somerhalder II
(President, Eastern Pipeline Group and Tennessee Gas
Pipeline Company), Britton White Jr. (Executive Vice
President and General Counsel, Legal and Governmental
Affairs), James C. Yardley (President, Southern Natural Gas
Company). As of the date of this communication, other than
Mr. Wise, who beneficially owns approximately 1.3% of El
Paso's common stock and Mr. Zilkha, who beneficially owns
approximately 6% of El Paso's common stock, none of the
foregoing participants beneficially own individually in
excess of 1% of El Paso's common stock. Not including
Messrs. Wise and Zilkha, the participants, in the
aggregate, beneficially own approximately 2% of El Paso's
common stock.
