8-K

                                 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: March 28, 2002
               (Date of Earliest Event Reported: March 15, 2002)

                              EL PASO CORPORATION
             (Exact name of Registrant as specified in its charter)

          DELAWARE                    1-14365                  76-0568816
(State or other jurisdiction   (Commission File Number)     (I.R.S. Employer
     of incorporation)                                   Identification Number)

                                EL PASO BUILDING
                             1001 LOUISIANA STREET
                              HOUSTON, TEXAS 77002
              (Address of principal executive offices) (Zip Code)


                                 (713) 420-2600
              (Registrant's telephone number, including area code)


                                      N/A
         (Former name or former address, if changed since last report)

- --------------------------------------------------------------------------------

ITEM 5. OTHER EVENTS.

          On March 15, 2002, El Paso Corporation filed its Annual Report on
Form 10-K which included typographical errors on Exhibit 99.1 -- Opinion of
Independent Accountants, PricewaterhouseCoopers LLP. We are filing this Current
Report on Form 8-K to replace Exhibit 99.1 with the Report of Independent
Accountants on page 130 of our Form 10-K.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

(c) Exhibits.

     99.1   --  Report of Independent Accountants, PricewaterhouseCoopers LLP

                                                                     Page 2 of 2


                                   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 hereunto duly authorized.


                                           By:     /s/ JEFFREY I. BEASON
                                               ------------------------------
                                                     Jeffrey I. Beason
                                            Senior Vice President and Controller
                                                 (Chief Accounting Officer)

Dated: March 28, 2002



                                 EXHIBIT INDEX



  EXHIBIT
  NUMBER                          DESCRIPTION
  -------                         -----------
             
   99.1         Report of Independent Accountants, PricewaterhouseCoopers LLP

EX-99.1

                                                                    EXHIBIT 99.1


                       REPORT OF INDEPENDENT ACCOUNTANTS

To the Board of Directors and Stockholders of
El Paso Corporation:

     In our opinion, based upon our audits and the report of other auditors, the
consolidated financial statements listed in the Index under Item 14(a)(1)
present fairly, in all material respects, the financial position of El Paso
Corporation and its subsidiaries at December 31, 2001 and 2000, and the results
of their operations and their cash flows for each of the three years in the
period ended December 31, 2001 in conformity with accounting principles
generally accepted in the United States of America. In addition, in our opinion,
based on our audits and the report of other auditors, the financial statement
schedule listed in the Index under Item 14(a)(2) presents fairly, in all
material respects, the information set forth therein when read in conjunction
with the related consolidated financial statements. These financial statements
and financial statement schedule are the responsibility of the Company's
management; our responsibility is to express an opinion on these financial
statements and financial statement schedule based on our audits. The
consolidated financial statements and financial statement schedule give
retroactive effect to the merger of El Paso CGP Company (formerly The Coastal
Corporation) on January 29, 2001 in a transaction accounted for as a pooling of
interests, as described in Note 2 to the consolidated financial statements. We
did not audit the financial statements and financial statement schedule of El
Paso CGP Company as of December 31, 2000 and for each of the two years in the
period then ended, which statements reflect total assets of $19,066 million as
of December 31, 2000, and total revenues of $26,936 million and $16,596 million
for each of the two years in the period ended December 31, 2000. Those
statements were audited by other auditors whose report thereon has been
furnished to us, and our opinion expressed herein, insofar as it relates to the
amounts included for El Paso CGP Company as of December 31, 2000 and for each of
the two years then ended, is based solely on the report of the other auditors.
We conducted our audits of these statements in accordance with auditing
standards generally accepted in the United States of America, which require that
we plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements, assessing the accounting principles used and
significant estimates made by management, and evaluating the overall financial
statement presentation. We believe that our audits and the report of other
auditors provide a reasonable basis for our opinion.

     As described in Notes 1 and 9, the Company adopted Statement of Financial
Accounting Standards, No. 133, Accounting for Derivatives and Hedging
Activities, on January 1, 2001.

/s/ PricewaterhouseCoopers LLP

Houston, Texas
March 6, 2002