Houston, Texas, September 28, 1999-El Paso Energy Corporation (NYSE:EPG) announced today that it has signed a consent agreement with the Federal Trade Commission (FTC) concerning its merger with Sonat Inc. The proposed agreement is expected to be signed shortly by the Commission.

Under the consent agreement, El Paso Energy will be required after the merger closes to divest certain assets, including its 100-percent ownership of 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. El Paso Energy is working toward completing these asset sales by the end of the first quarter 2000.

The company is still awaiting final Federal Energy Regulatory Commission (FERC) approval of certain aspects of the merger and expects to receive that approval soon. Subject to FTC and FERC regulatory approval, El Paso Energy and Sonat expect to close the merger in early October.

"We are very pleased to be in the final stages of our merger process," said William A. Wise, chairman, president and chief executive officer. "We look forward to commencing operations as a single entity in the coming weeks and uniting the strengths of two outstanding organizations. The new El Paso Energy, with its increased size, scope, and competitive operations, will create exciting opportunities for our shareholders, customers, and employees."

With over $10 billion in assets, El Paso Energy Corporation provides energy solutions through its strategic business units: Tennessee Gas Pipeline Company, El Paso Natural Gas Company, El Paso Field Services Company, El Paso Power Services Company, El Paso Merchant Energy Company, and El Paso Energy International Company. The company owns the nation's only integrated coast-to-coast natural gas pipeline system and has operations in natural gas transmission, gas gathering and processing, power generation, energy marketing, and international energy infrastructure development. On June 10, the stockholders of both El Paso Energy and Sonat Inc. overwhelmingly voted in favor of merging the two organizations. 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 managements 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.