Houston, Texas, October 22, 1999-El Paso Energy Corporation (NYSE:EPG) and Sonat Inc. (NYSE:SNT) announced today that the Federal Trade Commission has cleared the way for the companies to complete their merger on Monday, October 25, 1999 by filing the required documentation in the state of Delaware. In doing so, the Commission approved for public comment the consent agreement related to the merger. The terms of the proposed consent agreement were not changed, including provisions for the post-merger divestiture of El Paso Energy's 100-percent ownership in East Tennessee Natural Gas Company, Sonat's 100-percent ownership of Sea Robin Pipeline Company, and Sonat's one-third interest in Destin Pipeline Company, L.L.C. Integration of the organization will be accomplished immediately following the completion of the merger.

"Today's announcement represents the successful satisfaction of the last regulatory precondition to closing our merger," said William A. Wise. "We look forward to beginning a new chapter in El Paso's extraordinary history after we close the transaction on Monday."

The merger between El Paso Energy and Sonat will create the largest natural gas pipeline system in North America, both in terms of throughput and miles of pipeline. The company will rank among the leaders in all key segments of the energy industry, including interstate and intrastate transmission, gas gathering and processing, gas and oil production, power generation, merchant energy services, and international project development.

The combined company will retain the El Paso Energy Corporation name and be headquartered in Houston, Texas. The headquarters of Southern Natural Gas Company will remain in Birmingham, Alabama, and El Paso Natural Gas Company will remain in El Paso, Texas. William A. Wise, previously chairman, president and chief executive officer of El Paso Energy, will continue as president and chief executive officer of the new company. Ronald L. Kuehn, Jr., who has been chairman, president, and chief executive officer of Sonat, will be the chairman of the board for the combined company until December 31, 2000.

When the merger is completed, the combined company will have over $15 billion in assets, and provide comprehensive energy solutions through its strategic business units: El Paso Natural Gas Company, Tennessee Gas Pipeline Company, Southern Natural Gas Company, El Paso Field Services Company, El Paso Merchant Energy Company, El Paso Production Company, and El Paso Energy International Company. Visit El Paso Energy's web site at www.epenergy.com.

This release includes forward-looking statements and projections, made in reliance on the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The companies have 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 release. While the companies make these statements and projections in good faith, neither the companies nor their management can guarantee that the anticipated future results will be achieved. Reference should be made to the companies' (and their affiliates') Securities and Exchange Commission filings for additional important factors that may affect actual results.