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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:
January 18, 2006
(Date
of Earliest Event Reported: January 17, 2006)
EL PASO CORPORATION
(Exact name of Registrant as specified in its charter)
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Delaware
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1-14365
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76-0568816 |
(State or other jurisdiction of
incorporation or organization)
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(Commission File Number)
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(I.R.S. Employer
Identification No.) |
El Paso Building
1001 Louisiana Street
Houston, Texas 77002
(Address of principal executive offices) (Zip Code)
Registrants telephone number, including area code (713) 420-2600
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 7.01 Regulation FD Disclosure.
On January 18, 2006, we are making a presentation to analysts to provide an in-depth review of
our 2006 operational and financial plan. The webcast of the presentation may be accessed through
our Web site at www.elpaso.com. A copy of the slide presentation is attached as Exhibit 99.A. The
information disclosed in this Item 7.01, and the exhibit listed under Item 9.01 of this Current
Report on Form 8-K, are furnished to comply with Regulation FD, but are not considered to be
filed for purposes of Section 18 of the Securities Exchange Act of 1934 and are not subject to
the liabilities of that section.
Item 8.01 Other Information.
Retiree Medical Benefits Matters.
We currently serve as the plan administrator for a medical benefits plan that covers a closed group of retirees of the Case Corporation
who retired on or before June 30, 1994. Case was formerly a subsidiary of Tenneco Inc. that was spun off prior to our acquisition of
Tenneco in 1996. In connection with the Tenneco-Case Reorganization Agreement of 1994, Tenneco assumed the obligation to provide certain
medical and prescription drug benefits to eligible retirees and their spouses. We assumed this obligation as a result of our merger with Tenneco.
However, we believed that our liability for these benefits is limited to certain maximums, or caps, and costs in excess of these maximums
are assumed by plan participants. In 2002, we and Case were sued by individual retirees in federal court in Detroit, Michigan in an action entitled
Yolton et al. v. El Paso Tennessee Pipeline Co. and Case Corporation. The suit alleges, among other things, that El Paso and Case violated ERISA,
and that they should be required to pay all amounts above the cap. Although such amounts will vary over time, the amounts above the cap have recently
been approximately $1.8 million per month. Case further filed claims against El Paso asserting that El Paso is obligated to indemnify, defend, and hold
Case harmless for the amounts it would be required to pay. In separate rulings in 2004, the court ruled that, pending a trial on the merits, El Paso must
reimburse Case for the monthly amounts above the cap. On January 17,
2006, this ruling was upheld on appeal before the U.S. Court of Appeals for the 6th Circuit.
As a result of this appellate ruling, we will now proceed with a trial on the merits with regard to the issue of whether the cap is enforceable. In the meantime,
El Paso will indemnify Case for any payments Case makes above the cap. We are currently reviewing what legal actions we will take in response to the appellate court
decision, as well as the potential financial impact on our current accrual associated with this case.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit |
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Description |
99.A
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Slide Presentation dated January 18, 2006. |
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.
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EL PASO CORPORATION
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By: |
/s/ Robert W. Baker |
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Robert W. Baker
Executive Vice President and
General Counsel |
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Dated:
January 18, 2006
EXHIBIT INDEX
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Exhibit |
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Number |
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Description |
99.A
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Slide Presentation dated January 18, 2006. |