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Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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 aomjheImG9gwkkVLS63nJQ==

<SEC-DOCUMENT>0000950134-02-010112.txt : 20020814
<SEC-HEADER>0000950134-02-010112.hdr.sgml : 20020814
<ACCEPTANCE-DATETIME>20020814174836
ACCESSION NUMBER:		0000950134-02-010112
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		4
CONFORMED PERIOD OF REPORT:	20020814
ITEM INFORMATION:		
FILED AS OF DATE:		20020814

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			WILLIAMS COMPANIES INC
		CENTRAL INDEX KEY:			0000107263
		STANDARD INDUSTRIAL CLASSIFICATION:	NATURAL GAS TRANSMISSION [4922]
		IRS NUMBER:				730569878
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-04174
		FILM NUMBER:		02737373

	BUSINESS ADDRESS:	
		STREET 1:		ONE WILLIAMS CTR
		CITY:			TULSA
		STATE:			OK
		ZIP:			74172
		BUSINESS PHONE:		9185732000

	MAIL ADDRESS:	
		STREET 1:		ONE WILLIAM CENTER
		CITY:			TULSA
		STATE:			OK
		ZIP:			74172

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	WILLIAMS BROTHERS COMPANIES
		DATE OF NAME CHANGE:	19710817
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>d99237e8vk.txt
<DESCRIPTION>FORM 8-K
<TEXT>
<PAGE>
                       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 (Date of earliest event reported): August 14, 2002
                                -----------------



                          The Williams Companies, Inc.
                          ----------------------------
             (Exact name of registrant as specified in its charter)



          Delaware                    1-4174              73-0569878
          --------                ---------------     -------------------
        (State or other             (Commission        (I.R.S. Employer
        jurisdiction of            File Number)       Identification No.)
        incorporation)



   One Williams Center, Tulsa, Oklahoma                    74172
   ------------------------------------                    -----
 (Address of principal executive offices)                (Zip Code)


        Registrant's telephone number, including area code: 918/573-2000
                                                            ------------


                                 Not Applicable
          (Former name or former address, if changed since last report)


<PAGE>


Item 9.  Regulation FD Disclosure.

         The Williams Companies, Inc. wishes to disclose for Regulation FD
purposes its press release dated August 14, 2002, filed herewith as Exhibit
99.1.

         Attached as Exhibits 99.2 and 99.3 are the sworn statements of
Williams' principal executive officer, Steven J. Malcolm, and principal
financial officer, Jack D. McCarthy, as required pursuant to Securities and
Exchange Commission Order No. 4-460.

         Pursuant to the requirements of the Securities Exchange Act of 1934,
Williams has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                                     THE WILLIAMS COMPANIES, INC.


Date: August 14, 2002                         /s/ Suzanne H. Costin
                                     -------------------------------------------
                                     Name:    Suzanne H. Costin
                                     Title:   Corporate Secretary




<PAGE>


                                INDEX TO EXHIBITS

<Table>
<Caption>
EXHIBIT
NUMBER            DESCRIPTION
- -------           -----------
<S>               <C>
   99.1           Copy of Williams' press release dated August 14, 2002.

   99.2           Sworn statement of Williams' principal executive officer,
                  Steven J. Malcolm, required pursuant to Securities and
                  Exchange Commission Order No. 4-460.

   99.3           Sworn statement of Williams' principal financial officer,
                  Jack D. McCarthy, required pursuant to Securities and Exchange
                  Commission Order No. 4-460.
</Table>



</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>3
<FILENAME>d99237exv99w1.txt
<DESCRIPTION>PRESS RELEASE
<TEXT>
<PAGE>

                                                                    EXHIBIT 99.1

                                                                 [WILLIAMS LOGO]

NEWS RELEASE

NYSE: WMB

                             [WILLIAMS LETTERHEAD]

               WILLIAMS EXECUTIVES SUBMIT CERTIFICATION STATEMENTS

           TULSA, Okla. - Williams (NYSE:WMB) announced today that its Chief
Executive Officer Steve Malcolm and Chief Financial Officer Jack McCarthy filed
two written statements today certifying the company's 2002 filings with the
Securities and Exchange Commission.

           This action complies with a June 27 order from the SEC requiring
large publicly held companies to certify their financial reports and to the
recently enacted Sarbanes-Oxley Act of 2002.

           Malcolm and McCarthy filed sworn statements with Williams' most
recent Form 8-K and a certification letter with the second-quarter 2002 Form
10-Q. These items are available at www.williams.com under the investor relations
section.

ABOUT WILLIAMS (NYSE:WMB)

Williams moves, manages and markets a variety of energy products, including
natural gas, liquid hydrocarbons, petroleum and electricity. Based in Tulsa,
Okla., Williams' operations span the energy value chain from wellhead to burner
tip. Company information is available at www.williams.com.

                                       ###

Portions of this document may constitute "forward-looking statements" as defined
by federal law. Although the company believes any such statements are based on
reasonable assumptions, there is no assurance that actual outcomes will not be
materially different. Any such statements are made in reliance on the "safe
harbor" protections provided under the Private Securities Reform Act of 1995.
Additional information about issues that could lead to material changes in
performance is contained in the company's annual reports filed with the
Securities and Exchange Commission.

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.2
<SEQUENCE>4
<FILENAME>d99237exv99w2.txt
<DESCRIPTION>SWORN STATEMENT OF PRINCIPAL EXECUTIVE OFFICER
<TEXT>
<PAGE>

                                                                    EXHIBIT 99.2

               STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER
                        REGARDING FACTS AND CIRCUMSTANCES
                        RELATING TO EXCHANGE ACT FILINGS

I, Steven J. Malcolm, Chief Executive Officer and principal executive officer of
The Williams Companies, Inc., state and attest that:

         (1)      To the best of my knowledge, based upon a review of the
                  covered reports of The Williams Companies, Inc., and, except
                  as corrected or supplemented in a subsequent covered report:

                 o       no covered report contained an untrue statement of a
                         material fact as of the end of the period covered by
                         such report (or in the case of a report on Form 8-K or
                         definitive proxy materials, as of the date on which it
                         was filed); and

                 o       no covered report omitted to state a material fact
                         necessary to make the statements in the covered report,
                         in light of the circumstances under which they were
                         made, not misleading as of the end of the period
                         covered by such report (or in the case of a report on
                         Form 8-K or definitive proxy materials, as of the date
                         on which it was filed).

         (2)      I have reviewed the contents of this statement with The
                  Williams Companies, Inc.'s Audit Committee.

         (3)      In this statement under oath, each of the following, if filed
                  on or before the date of this statement, is a 'covered
                  report':

                 o       Annual Report on Form 10-K for the fiscal year ended
                         December 31, 2001 filed with the Commission of The
                         Williams Companies, Inc.;

                 o       all reports on Form 10-K, Form 10-Q, all reports on
                         Form 8-K and all definitive proxy materials of The
                         Williams Companies, Inc. filed with the Commission
                         subsequent to the filing of the Form 10-K identified
                         above; and

                 o       any amendments to any of the foregoing.



    /s/ Steven J. Malcolm                    Subscribed and sworn to
- ------------------------------------
Steven J. Malcolm                            before me this 13th day of
August 13, 2002                              August, 2002.

                                              /s/ Kathleen M. Henslick
                                             -----------------------------------
                                             Notary Public

                                             My Commission Expires: 1/31/2005
                                                                   -------------

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.3
<SEQUENCE>5
<FILENAME>d99237exv99w3.txt
<DESCRIPTION>SWORN STATEMENT OF PRINCIPAL FINANCIAL OFFICER
<TEXT>
<PAGE>
                                                                    EXHIBIT 99.3

               STATEMENT UNDER OATH OF PRINCIPAL FINANCIAL OFFICER
                        REGARDING FACTS AND CIRCUMSTANCES
                        RELATING TO EXCHANGE ACT FILINGS

I, Jack D. McCarthy, Chief Financial Officer and principal financial officer of
The Williams Companies, Inc., state and attest that:

         (1)      To the best of my knowledge, based upon a review of the
                  covered reports of The Williams Companies, Inc., and, except
                  as corrected or supplemented in a subsequent covered report:

                 o       no covered report contained an untrue statement of a
                         material fact as of the end of the period covered by
                         such report (or in the case of a report on Form 8-K or
                         definitive proxy materials, as of the date on which it
                         was filed); and

                 o       no covered report omitted to state a material fact
                         necessary to make the statements in the covered report,
                         in light of the circumstances under which they were
                         made, not misleading as of the end of the period
                         covered by such report (or in the case of a report on
                         Form 8-K or definitive proxy materials, as of the date
                         on which it was filed).

         (2)      I have reviewed the contents of this statement with The
                  Williams Companies, Inc.'s Audit Committee.

         (3)      In this statement under oath, each of the following, if filed
                  on or before the date of this statement, is a 'covered
                  report':

                 o       Annual Report on Form 10-K for the fiscal year ended
                         December 31, 2001 filed with the Commission of The
                         Williams Companies, Inc.;

                 o       all reports on Form 10-K, Form 10-Q, all reports on
                         Form 8-K and all definitive proxy materials of The
                         Williams Companies, Inc. filed with the Commission
                         subsequent to the filing of the Form 10-K identified
                         above; and

                 o       any amendments to any of the foregoing.


  /s/ Jack D. McCarthy                      Subscribed and sworn to
- -------------------------------
Jack D. McCarthy                            before me this 13th day of
August 13, 2002                             August, 2002.

                                              /s/ Kathleen M. Henslick
                                            ------------------------------------
                                            Notary Public

                                            My Commission Expires: 1/31/2005
                                                                  --------------


</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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