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:
October
16,
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
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(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.)
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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
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:
ྑ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
ྑ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
ྑ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
ྑ Pre-commencement
communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c))
Item
1.01 Entry into a Material Definitive Agreement.
Effective
November 1,
2006, the Compensation Committee of our Board of Directors approved Mr. Smolik’s
compensation package which includes an annual base salary for Mr. Smolik payable
at a rate of $550,000, a sign-on bonus of $500,000 and a target annual cash
incentive bonus opportunity at a rate of 90% of base salary. For 2006, Mr.
Smolik’s annual cash incentive bonus may range from a minimum of 0% to a maximum
of 202.5% of his base salary depending on the level of both individual and
company performance. Mr. Smolik will be required to repay the sign-on bonus
to
us in the event he terminates his employment within the first year.
Mr. Smolik will also receive a grant of shares of restricted common stock
with an estimated value of $2,000,000 on the start date of his employment.
The
restricted shares will time vest pro-rata over a two-year period in equal annual
installments. El Paso will also pay or incur certain of Mr. Smolik’s
expatriate, relocation and travel costs. In addition, Mr. Smolik is eligible
to
participate in all other plans and programs available to our executive officers,
as further described in our 2006 proxy statement. A copy of Mr. Smolik’s
letter agreement dated September 20, 2006 is filed as Exhibit 10.A and is
incorporated into this Item 1.01 by this reference.
Item
5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
On
October 16, 2006,
we issued a press release announcing that Mr. Brent J. Smolik has accepted
the
position of Executive Vice President of El Paso and President of our Exploration
and Production Group. Mr. Smolik will assume his position effective November
1,
2006. Prior to joining El Paso, Mr. Smolik served as President of ConocoPhillips
Canada. Prior to that, Mr. Smolik served as President of Burlington
Resources Canada Ltd and in various engineering supervisory and management
capacities for Burlington Resources Inc. since 1990. Mr. Smolik began his career
with ARCO in Houston, Texas. The information provided above under Item 1.01
provides a summary of the material terms of Mr. Smolik’s letter agreement dated
September 20, 2006, and is incorporated into this Item 5.02 by this
reference. A copy of the press release announcing Mr. Smolik’s appointment is
attached as Exhibit 99.A and is incorporated into this Item 5.02 by this
reference.
Item
9.01. Financial Statements and Exhibits.
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(d)
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Exhibits.
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Exhibit
Number
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Description
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10.A
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Letter
Agreement dated September 20, 2006 between El Paso Corporation and
Brent
J. Smolik.
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99.A
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Press
release
dated October 16, 2006.
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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:
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/s/John
R. Sult
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John
R. Sult
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Senior
Vice
President and Controller
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(Principal
Accounting Officer)
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Dated: October
16, 2006
EXHIBIT
INDEX
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Exhibit
Number
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Description
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10.A
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Letter
Agreement dated September 20, 2006 between El Paso Corporation and
Brent
J. Smolik.
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99.A
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Press
release
dated October 16, 2006.
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