UNITED STATES
                              Washington, D.C.

                          SCHEDULE 14A INFORMATION

                   EXCHANGE ACT OF 1934 (AMENDMENT NO. )

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[ ]    Definitive Proxy Statement
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                            EL PASO CORPORATION
              (Name of Registrant as Specified in its Charter)

  (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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El Paso

                         Investor Meetings

                                        April 2003

Cautionary Statement Regarding Forward-looking Statements

This  presentation 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
presentation, including, without limitation, the  successful
implementation  of  the 2003 business plan;  the  successful
implementation  of  the settlement related  to  the  western
energy  crisis;  actions  by  credit  rating  agencies;  our
ability to attract and retain qualified members of the Board
of Directors and senior management; our ability to divest of
certain  non-core assets; material and adverse impacts  from
our proxy contest with Selim Zilkha/Oscar Wyatt; changes  in
commodity  prices for oil, natural gas, and  power;  general
economic  and  weather conditions in geographic  regions  or
markets served by El Paso Corporation and its affiliates, or
where  operations  of  the company and  its  affiliates  are
located;  the  uncertainties  associated  with  governmental
regulation; competition; 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. The company assumes no obligation  to
publicly  update  or  revise any forward-looking  statements
made herein or any other forward-looking statements made  by
the  Company, whether as a result of new information, future
events, or otherwise.

Additional Important Information

On  April  9,  2003, El Paso Corporation filed a preliminary
proxy statement relating to its 2003 annual meeting with the
Securities  and Exchange Commission.  Prior  to  the  annual
meeting,  El Paso will furnish a definitive proxy  statement
to  its  shareholders, together with  a  WHITE  proxy  card.
Shareholders  are strongly advised to read El  Paso's  proxy
statement as it contains important information.

Shareholders  may  obtain a copy of  El  Paso's  preliminary
proxy  statement, any amendments or supplements to the proxy
statement and any other documents filed by El Paso with  the
Securities and Exchange Commission for free at the  Internet
website maintained by the Securities and Exchange Commission
at  www.sec.gov.  Copies of the preliminary proxy  statement
and any amendments and supplements are available for free at
El  Paso's Internet Web site at www.elpaso.com or by writing
to  El  Paso Corporation, Investor Relations, P.O. Box 2511,
Houston,  TX  77252. In addition, copies of El Paso's  proxy
materials  may  be requested by contacting El  Paso's  proxy
solicitor, MacKenzie Partners, Inc. at (800) 322-2885  Toll-
Free or by email at proxy@mackenziepartners.com.

To   the   extent  that  individual  customers,  independent
industry  researchers,  financial  analysts,  or   El   Paso
commissioned  research, are quoted in this document,  it  is
El  Paso's  policy to use reasonable efforts to  verify  the
source  and accuracy of the quote. El Paso has not, however,
sought  or obtained the consent of the quoted source to  the
use  of  such  quote  as  proxy soliciting  material.   This
document  may  contain expressions of  opinion  and  belief.
Except   as   otherwise  expressly  attributed  to   another
individual  or  entity, these opinions and beliefs  are  the
opinions and beliefs of El Paso.

Information  regarding the names, affiliation and  interests
of  individuals  who  may  be  deemed  participants  in  the
solicitation  of  proxies  of  El  Paso's  shareholders   is
contained in El Paso's preliminary proxy statement.

El Paso has made significant progress on its operational and
financial plan

Progress to Date
  * Completed or signed asset sales of more than $2.2
     billion; more than 63% of the company's goal of $3.4
     billion for 2003
  * Substantially reduced capex to $2.6 billion;
     35% decrease from 2002
  * Sold our European natural gas trading book
  * Completed $1.9 billion of financings
  * Reached an agreement in principle resolving the
     principal litigation and claims relating to the sale or
     delivery of natural gas and/or electricity in the
     Western U.S.

Next Steps

  * The Board of Directors has formed a long- range
     planning committee to ensure that El Paso maximizes all
     opportunities inherent in its core businesses
  * Undertaking top-to-bottom analysis to achieve
     substantial further cost reductions and design most
     cost-efficient structure possible for our businesses
  * Targeting at least $250 MM of additional
     pre-tax cost savings and business efficiencies beyond
     $150 MM previously announced by the end of 2004
     - Expected from corporate expense reductions and
       budgeted cost savings and revenue enhancements
       at business unit level.

Financial Progress

  * Refinanced both the Clydesdale and Trinity River
     preferred interests of consolidated subsidiaries and
     restructured the related cash restrictions
  * Issued $700 MM in senior unsecured notes at Southern
     Natural Gas Company and
     ANR Pipeline Company
  * Issued $1.2 billion 2-year term loan secured by certain
     of the company's natural gas and oil properties
  * Repaid the $1 billion Limestone Notes in March
  * Extended the maturity of our $3 billion revolving
     credit facility through mid-year 2005

$3 Billion Bank Facility Details

  *    Secured by equity interests in:
       --   TGP            --  ANR Storage
       --   EPNG           --  Bear Creek Storage
       --   ANR            --  EPN common units
       --   WIC            --  2nd lien on CIG and E&P
                               assets under term loan

  * Pledged interests secure the $3 billion revolving
     credit bank facility, the $1 billion revolving credit
     bank facility, and approximately $1 billion of various
     other financings

$3 Billion Bank Facility Details

  *    Rate: Libor + 350 Bps; 75 Bps undrawn
  *    $1.5 billion of letter of credit capacity
  *    Expires June 30, 2005
  *    75% debt/capital limit
  *    TGP and EPNG will no longer be guarantors after 120
       days and certain other conditions are met
  *    Mandatory repayment requirements only reach to
       security provided to the banks


                El Paso Production Company is
            the industry leader in deep drilling.
 In 2002, El Paso was the most active driller in the United States.
 Its three core areas are south Texas and the Texas coastal plains,
       the deep shelf play in the Gulf of Mexico, and
                coalbed methane development.
 El Paso possesses one of the industry's largest inventories
                    of drilling prospects

South Texas Drilling Inventory Continues to Expand

[Graphic of South Texas Drilling]

Proved:   80 Bcfe
Probable: 70 Bcfe

North Monte Christo
Original: 550 Bcfe
Current:  1,416 Bcfe
Probable: 300 Bcfe

South East McCook
Proved:       51 Bcfe
Probable: 30 Bcfe

Proved:      134 Bcfe
Probable:      50 Bcfe

Proved:      47 Bcfe
Probable:      60 Bcfe

Santa Fe Ranch
Proved:   250 Bcfe
Probable: 50 Bcfe

Jeffress Field
Original: 600 Bcfe
Current:  1,400 Bcfe
Probable: 200 Bcfe

Trend Totals
Proved:   3,378 Bcfe
Probable: 750 Bcfe
   Total:   4,128 Bcfe

A New South Texas Vicksburg Trend is Emerging
[Graphic of Vicksburg Fairway]

Jarita Lake
265 Bcfe Potential

Los Indios
325 Bcfe Potential

Sal del Rey
480 Bcfe Potential

North Monte Christo
500 Bcfe Potential

Callo de Grullo
150 Bcfe Potential

100 Bcfe Potential
15,400', 262' Pay

New Well 7 MMcf/d
40 Bcfe Potential

Mesa del Ray
200 Bcfe Potential

265 Bcfe Potential
Discovery at 16,500'
Drilling to 22,000

** Proposed Locations

Upper Gulf Coast Wilcox Discoveries
[Graphic of Upper Gulf Coast]

Trend Total
     Proved:   309 Bcfe
     Probable: 501 Bcfe
          Total:         810 Bcfe

Ryan/SW Speaks
Proved:        30 Bcfe
Probable:  141 Bcfe
Deepest well in Lavaca Co.-19,375'
Completing at 18,900

Proved:      19 Bcfe
Probable:  68 Bcfe

Proved:        24 Bcfe
Probable:  200 Bcfe

Southwest Bonus
Proved:      111 Bcfe
Probable:    20 Bcfe

Dry Hollow
Proved:      125 Bcfe
Probable:    72 Bcfe

Deep  Shelf  Gulf of Mexico (Below 15,000') 60 Prospects  in
[Graphic of Texas/Louisiana Coast]

*    67% success rate since 2000
*    Average IP 42.4 MMcf/d and 2,749 Bbl/d
*    Average reserves/well 33.3 Bcfe

Recent Deep Shelf Discoveries

                                    Depth     Net Pay
EC 81
 Testing 18.0 MMcf/d; 500 Bc/d at   14,398'    63'
   5,500 psi

Browning (HI 115)                   19,800'    85'
 Drilling to 22,000'

Blue Devils (ST 212)                17,116'    78'
 Estimated capacity 80 MMcf/d

Jim Bob Mountain                    20,090'    113'
 Restricted test 14.5
 MMcf/d;1,250 Bc/d at 13,670 psi

 Estimated capacity 60 MMcf/d

EPPC  is  Developing  a New Deep Play in  British  Columbia:
[Graphic of British Columbia]

225,000 net acres
under lease

Canadian Drilling Activity

Prospect                                        Net Pay
*    Bubbles area
     - d-47-a: Producing 25 MMcf/d at 2,800 psi.
       Limited by plant capacity; estimated
       deliverability 40 MMcf/d                  140'
     - c-40-a:  Prep to test.  Estimated
       deliverability 50 MMcf/d                  160'
     - b-29-a: Prep to test. Estimated            20'
       deliverability 5 Mmcf/d

*    Sundown
     - d-85-g: Tested 10 MMcf/d at 1,300 psi.     20'
       Waiting on pipeline
     - c-83-g: Tested 20 MMcf/d at 1,300 psi.
       Waiting on pipeline                        25'
     - c-86-g: Tested 5 MMcf/d at 1,300 psi.
       Waiting on pipeline                        15'

*    Lynx
     - 4-2-61-9W6: Tested 15 MMcf/d at 2,200
       psi. Waiting on pipeline                   30'

Anticipated maximum capacity at year-end 2003   145 MMcf/d

Pipeline Group
             El Paso has North America's leading
natural gas franchise with the strongest group of interstate
                      pipeline assets.
    The Pipeline Group is positioned for continued strong
   performance and growth through increased connectivity,
 strategic pipeline expansions, and financially disciplined
                     and safe operations

North America's Premier Pipeline Franchise

[Graphic of United States]

Great Lakes Gas Transmission (50%)
2,100 miles; 3 Bcf

Colorado Interstate Gas
5,200 miles; 5 Bcf

ANR Pipeline
10,600 miles; 6 Bcf

Portland Natural Gas Transmission (30%)
300 miles; .2 Bcf

Tennessee Gas Pipeline
14,200 miles; 6 Bcf

Elba Island LNG
4 Bcf

Florida Gas Transmission (50%)
4,800 miles; 2 Bcf

Southern Natural Gas
8,200 miles; 3 Bcf

El Paso Natural Gas
10,400 miles; 5 Bcf

Strong System Fundamentals
  *  Leading assets
     -  Strongest group of pipeline assets
     -  Premier markets and supply access
  *  Outstanding performance
     -  Safe, efficient, reliable, and environmentally-sound
     -  SNG, Elba Island, FGT, PNGTS, GLGT, CIG, WIC, and
        Mojave essentially fully contracted at or near full tariff rates
     -  EPNG essentially fully contracted at or near full
        tariff rates prior to Enron bankruptcy and capacity re-allocation
     -  Successful re-contracting on Tennessee Gas Pipeline and
        ANR Pipeline
  *  Value
     -  Favorable macro trends
     -  Growth opportunities

Value Drivers
  *    Customer relations
  *    Connectivity
  *    Weather
  *    Cost control

  *    New connections to growing markets
       --   New England         --  Georgia
       --   New York            --  South Carolina
       --   Mexico              --  Ohio
       --   Alabama             --  Florida
  *    Supply connectivity
            Connection to new sources
            *    Targeted deep water hubs
            *    Northern Rocky Mountains
            *    Bahama LNG
            *    Elba Island LNG
            *    Scotian Shelf-Blue Atlantic
            *    Artic gas "B to C"
            New connections to traditional sources
            *    Gulf of Mexico
            *    Canadian sources

Major Expansion Opportunities
[Graphic Map of the United States]

CIG Medicine Bow Expansion
April 2004
205 MMcf/d

CIG Cheyenne Plains Expansion
August 2005
540 MMcf/d

ANR Westleg Expansion
November 2004
220 MMcf/d

TGP Northeast ConneXion
November 2005
150 MMcf/d

SNG South System I & II
2002/2004 phased-in
666 MMcf/d

SNG Elba Island Expansion
March 2006
3.5 Bcf

Seafarer Pipeline
2005/2006 phased-in
1,000 MMcf/d

TGP South Texas
Expansion (Rio Bravo)
September 2003
320 MMcf/d

EPNG Line 2000
Power Up
July 2004
320 MMcf/d


  *    El Paso's outlook is steadily improving
       - Asset sale program on schedule
       - Significant financing milestones achieved
       - Liquidity much improved
       - Core businesses performing well
  *    Longer-term, natural gas fundamentals are compelling
       - El  Paso's pipelines will benefit from push for
         infrastructure development
       - Production company's deep drilling expertise delivering
         excellent results; successful technology transfers to new
       - EPN will be a major participant in Gulf of Mexico
         infrastructure development
  *    El Paso is committed to increasing shareholder value

Proxy Contest

El Paso is Nominating a Strong Board
  * Process  designed  to ensure continuity while  effecting
     measured   change  in  composition  of  our  Board   of
  * Added  four  directors with outstanding backgrounds  and
     substantial management expertise in the energy industry
  * Combined  expertise of our nominees and the mix  of  new
     directors with directors with detailed knowledge of  El
     Paso   will  create  a  Board  of  Directors  that   is
     particularly well equipped to help us achieve our long-
     term goals
  * Three   directors  are  not  standing  for  re-election:
     Messrs. Allumbaugh, Gibbons, and Wise
  * All but one of our nominees are independent

El Paso is Nominating a Strong Board

  * 11  of  our nominees have substantial experience serving
     on public company boards, based on years of directorship
     service and number of boards
  * 5 have extensive management and operating experience
     in the energy industry
  * 4  are  prior Coastal board members and 2 are  prior
     Sonat board members
  * 4   hold   or   have  held  the  position  of  Chairman,
     President, or CEO of a NYSE company
  * El  Paso's  board nominees have operating experience  at
     more  than a dozen energy companies, including  Conoco,
     CONSOL,  Lone Star Gas, Ocean Energy, Phillips,  Shell,
     Sonat,  Texaco, Transocean, Union Texas Petroleum,  and
     United Meridian

Corporate Governance
               El Paso's corporate governance
                 policies meet or exceed all
               requirements of Sarbanes-Oxley,
                  SEC, and NYSE regulations

Board of Directors
  * All  of  the company's non-management Directors (11  out
     of 12 nominees) meet NYSE independence standards
  * El  Paso  Directors cannot serve on the boards  of  more
     than 4 other public companies
  * Directors  are required to attend a full day program  of
     continuing board education at least once every 2 years
  * Company   has  a  mandatory  age  limit  that  precludes
     Directors   standing  for  re-election  in   the   year
     following their 73rd birthday
  * El    Paso   has   adopted   minimum   stock   ownership
     requirements for Directors and executive officers

Lead Director
  * Since  September 2002, El Paso has had a  Lead  Director
     to lead executive sessions of the Board of Directors
  * The  Board  of  Directors regularly meets  in  executive
     session  without any member of management  present-John
     Bissell recently named as Lead Director

  * Audit  committee consists solely of Directors  who  meet
     the    heightened    audit    committee    independence
     requirements  and NYSE's financial literacy  standards,
     and includes a "financial expert"
  * Audit  Committee members cannot serve on more  than  two
     other public company audit committees
  * Company's   compensation   and   governance   committees
     consist solely of independent Directors
  * Compensation  committee  now  consists  of  Bissell  and
     Wyatt plus new Directors Whitmire, Dunlap, and Talbert
  * Each  committee  is authorized  to  engage  its  own
     advisors and counsel
  * Company's  corporate  governance  guidelines   and   the
     committee charters reflecting its NYSE-required and other
     governance policies are publicly available

  Pro Shareholder Takeover  Profile
  *    No staggered Board of Directors
  *    No rights plan or "poison pill"
  *    El   Paso   proposes  to  eliminate  its  "Fair   Price"
       supermajority  charter provision at this year's  annual

  Zilkha/Wyatt Proxy Contest


  * Consistently  sought to engage Mr. Zilkha  in  dialogues
     to  address his concerns, including meetings  with  him
     and his advisors
  * Offered  Mr. Zilkha the opportunity to submit candidates
     for nomination to the Board of Directors
  * Despite   these   efforts,  Mr.  Zilkha   rejected   the
     company's   proposals   and   chose   to   launch   the
     Zilkha/Wyatt proxy campaign

  Zilkha/Wyatt Proxy Contest
                      COMPANY'S FUTURE

  * Criticized strategic decisions which El Paso's Board approved
     while Zilkha was  serving  as   a   director  or  advisory
     director  of  the Company
  * During  Zilkha's  service as a  director  from October 1999
     until January 2001 he voted in favor of all board decisions
     and as an advisory director from January 2001 until June
     2002, Zilkha  did not dissent from any board decision
  * Voluntarily chose to relinquish his role as an  advisory
     director  to  be free from limitations on his  personal
     sales of El Paso stock

  Zilkha/Wyatt Proxy Contest

  * Zilkha/Wyatt  have  not provided a  business  plan  upon
     which to elect their nominees
  * Zilkha has admitted he does not have the information  to
     develop a detailed business plan or strategy, and  that
     it would be inappropriate for him to do so
  * Zilkha/Wyatt  have proposed the unconventional  step  of
     having  a committee of 4 of their nominees run El  Paso
     on a day-to-day basis until a CEO is hired

  Zilkha/Wyatt Proxy Contest

  * Oscar  Wyatt  is  working closely with  Mr.  Zilkha  and
     sharing the costs of the proxy contest
  * Mr.  Wyatt  is the lead plaintiff in a shareholder  suit
     against El Paso
  * Mr.  Wyatt is the defendant in a lawsuit brought  by  El
     Paso resulting from his default on payment of a company
     loan guarantee in the amount of $2.5 MM plus interest
  * He  has  formed an energy company, NuCoastal, which  has
     attempted to acquire assets that compete with El  Paso,
     including Enron's Transwestern pipeline;
  * Mr. Wyatt has also bid on El Paso assets(1)

  (1) The Oil Daily, March 20, 2003.

  * El  Paso's Board of Directors and management are  strong
     and have made excellent progress
  * Current business plan is on track and we are focused  on
     delivering substantial shareholder value
  * Zilkha/Wyatt  have  offered no alternative  business plan
  * We  believe  that  shareholders  should  reject  the
    Zilkha/Wyatt proposal

  Board Nominees

John M. Bissell                  Chairman of the Board, BISSELL Inc.
Lead Director                    Grand  Rapids, MI: Floor  Care,
Director since: 2001             Appliance     and     Detergent
Member:  Audit and Compensation  manufacturer
Age: 72                          Previously:  Director  of   The
                                 Coastal             Corporation
                                 (1985-2000);    Director     of
                                 American    Natural   Resources
                                 Company, (1983-1996)

Juan Carlos Braniff              Vice Chairman, Grupo Financiero
                                 BBVA Bancomer
Director since: 1997             Mexico City, Mexico: Commercial
Chairman: Audit Committee        Banking Institution
Member: Finance Committee
Age: 45                          Member of Board of Directors of
                                 Fomento   Economico   Mexicano,
                                 S.A.  de  C.V.  and  Coca  Cola
                                 FEMSA, S.A. de C.V.

                                 Previously:  Grupo   Financiero
                                 BBVA   Bancomer  Deputy   Chief
                                 Executive  Officer  of   Retail
                                 Banking  (1994-1999), Executive
                                 Vice   President   of   Capital
                                 Investments    and     Mortgage
                                 Banking (1991-1994)

James L. Dunlap                  Member of Board of Directors of
                                 Massachusetts    Mutual    Life
Director since: April 2003       Insurance Company
Member:    Compensation  and
Governance Committees            Previously:   Vice    Chairman,
Age: 65                          President  and Chief  Operating
                                 Officer  of Ocean Energy/United
                                 Meridian            Corporation
                                 (1996-1999),    Senior     Vice
                                 President   of   Texaco    Inc.
                                 (1994-1996),    President    of
                                 Texaco    U.S.A.   (1987-1994),
                                 President  and Chief  Executive
                                 Officer  of Texaco Canada  Inc.
                                 (1984-1986), Vice  Chairman  of
                                 Texaco Ltd, London (1982-1983)

Robert W. Goldman                Business Consultant

Director since: February 2003    Previously:     Senior     Vice
Chairman: Finance Committee      President,  Finance  and  Chief
Member: Audit Committee          Financial  Officer  of   Conoco
Age: 60                          Inc.   (1998-2002)   and   Vice
                                 President,Finance  (1991-1998);
                                 Held      various     executive
                                 positions with Conoco Inc.  and
                                 E.I.  Du Pont de Nemours & Co.,
                                 Vice  President and  Controller
                                 of  Conoco Inc. and Chairman of
                                 the Accounting Committee of the
                                 American Petroleum Institute


Anthony W. Hall, Jr.             City Attorney, City of Houston,
Director since: 2001
Member:  Governance and Finance  Previously:  Director  of   The
Committees                       Coastal Corporation (1999-2001)
Age: 58                          Partner in the Houston law firm
                                 Jackson Walker, LLP

Ronald L. Kuehn, Jr.             Chairman of the Board and Chief
                                 Executive Officer,
Director since: 1999             El Paso Corporation
Age: 68                          Houston, TX: Diversified Energy

                                 Member of Board of Directors of
                                 AmSouth         Bancorporation,
                                 Praxair,  Inc. and  The  Dun  &
                                 Bradstreet Corporation

                                 Previously: Lead Director of El
                                 Paso (2002-2003); Non-executive
                                 Chairman  of  the Board  of  El
                                 Paso (1999-2000); President and
                                 CEO  of Sonat Inc. (1984-1999);
                                 Chairman of the Board of  Sonat
                                 Inc. (1986-1999)


J. Carleton MacNeil, Jr.         Financial           Consultant,
                                 securities    brokerage     and
Director since: 2001             investments
Member:  Audit  and  Governance
Committees                       Previously:  Director  of   The
Age: 68                          Coastal             Corporation
                                 (1997-2001);    Director     of
                                 American    Natural   Resources
                                 Company (1993-1996)


Thomas R. McDade                 Senior  Partner, McDade  Fogler
                                 Maines, L.L.P.
Director since: 2001             Houston, TX: Law Firm
Member: Finance Committee
Age: 70                          Previously:  Director  of   The
                                 Coastal             Corporation
                                 (1993-2001); Director of Equity
                                 Corporation      International;
                                 Senior  Partner  with  the  law
                                 firm Fulbright & Jaworski


J. Michael Talbert               Chairman    of    the    Board,
                                 Transocean Inc.
Director since: April 2003       Houston,  TX: Offshore Drilling
Member:    Compensation and      Company
Finance Committees
Age: 56                          Member of Board of Directors of
                                 Transocean Inc. (since 1994)

                                 Previously:  CEO of  Transocean
                                 Inc.    and   its   predecessor
                                 companies          (1994-2002);
                                 President and CEO of Lone  Star
                                 Gas     Company    (1990-1994);
                                 President  of Texas Oil  &  Gas
                                 Company (1987 to 1990); Various
                                 positions at Shell Oil Company
                                 (1970- 1982); Formerly Chairman
                                 of     the    National    Ocean
                                 Industries Association


Malcolm Wallop                   Chairman,   Western    Strategy
Director since: 1995             Arlington, VA: Consulting Group
Chairman: Governance Committee
Member: Audit Committee          President, Frontiers of Freedom
Age: 70                          Foundation,
                                 Arlington,    VA:     Political

                                 Member of Board of Directors of
                                 Hubbell Inc. and Sheridan State

                                 Previously:   Member   of   the
                                 United  States  Senate  for  18

John Whitmire                    Chairman  of the Board,  CONSOL
                                 Energy, Inc.
Director since: March 2003       Pittsburgh,    PA:    Multifuel
Member: Compensation Committee   Energy   Provider  and   Energy
Age : 62                         Service Provider

                                 Member of Board of Directors of

                                 Previously: Chairman and CEO of
                                 Union Texas Petroleum Holdings,
                                 (1996-1998); More than 30 years
                                 serving    Phillips   Petroleum
                                 Company  in  various  positions
                                 including    Executive     Vice
                                 President   of  Worldwide   E&P
                                 (1992-1996) and Vice  President
                                 of     North    American    E&P
                                 (1988-1992);  Member   of   the
                                 Phillips   Petroleum    Company
                                 Board of Directors (1994-1996)


Joe B. Wyatt                     Chancellor Emeritus, Vanderbilt
Director since: 1999             Nashville, TN: Higher Education

Chairman:          Compensation  Member   of   the   Board    of
Committee                        Directors of Ingram Micro, Inc.
Member: Governance Committee     and Hercules, Inc., Chairman of
Age: 67                          the  Board  for the  University
                                 Research Association, Inc.  and
                                 New American Schools, Inc.

                                 Principal   of  the  Washington
                                 Advisory    Group,    LLC    of
                                 Washington, D.C.

                                 Previously:  Chancellor,  Chief
                                 Executive  Officer and  Trustee
                                 of  Vanderbilt  University  for
                                 more than 18 years; Director of
                                 Sonat Inc. (1984-1999)