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Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0000950134-02-011321.txt : 20020917
<SEC-HEADER>0000950134-02-011321.hdr.sgml : 20020917
<ACCEPTANCE-DATETIME>20020916183004
ACCESSION NUMBER:		0000950134-02-011321
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20020916
ITEM INFORMATION:		
FILED AS OF DATE:		20020917

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:		02765342

	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>d99853e8vk.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): September 16, 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 September 16, 2002, filed herewith as Exhibit
99.

         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: September 16, 2002               /s/ Suzanne H. Costin
                                       -----------------------------------------
                                       Name:  Suzanne H. Costin
                                       Title: Corporate Secretary


<PAGE>


                                INDEX TO EXHIBITS

<Table>
<Caption>
EXHIBIT
NUMBER            DESCRIPTION
- ------            -----------
<S>               <C>
 99               Copy of Williams' press release dated September 16, 2002.
</Table>



</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>d99853exv99.txt
<DESCRIPTION>PRESS RELEASE DATED SEPTEMBER 16, 2002
<TEXT>
<PAGE>
                                                                      EXHIBIT 99

                                                                 [WILLIAMS LOGO]

NEWS RELEASE


NYSE: WMB                                               Leading Energy SOLUTIONS
================================================================================


DATE:     Sept. 16, 2002

<Table>
<S>                                             <C>                               <C>
CONTACT:  Chris Stockton                        Jay Henderson                     Richard George
          Williams (media relations)            Williams (investor relations)     Williams (investor relations)
          (713) 215-2010                        (918) 573-3879                    (918) 573-3679
          Christopher.l.stockton@williams.com   jay.henderson@williams.com        richard.george@williams.com
</Table>

        WILLIAMS REACHES $555 MILLION AGREEMENT TO SELL CENTRAL PIPELINE

         TULSA, Okla. - Williams (NYSE:WMB) announced today that it has signed a
definitive agreement to sell its Central natural gas pipeline to Southern Star
Central Corp for $380 million in cash and assumption of $175 million in debt.

         The purchaser is a corporation owned by AIG Highstar Capital, L.P. The
sale is expected to close within 60 days, subject to completion of
Hart-Scott-Rodino review.

         Steve Malcolm, chairman, president and chief executive officer, said,
"This is a significant transaction that demonstrates the steps we are taking to
strengthen our balance sheet and build a more select base of energy companies
for the future. Reaching this agreement is a compliment to the highly talented
workforce that has operated this pipeline for Williams."

         The 6,000-mile Central Pipeline, with headquarters in Owensboro, Ky.,
transports natural gas from Kansas, Oklahoma, Texas, Wyoming and Colorado to
markets in the Midwest. The system's design capacity is 2.3 billion cubic feet
per day, with an annual throughput of 337.5 trillion British thermal units.
Approximately 450 employees support the pipeline system.

         "Williams remains committed to the interstate natural gas pipeline
industry. We will be focusing on our Transco, Northwest and Texas Gas systems,"
said Doug Whisenant, who leads Williams' interstate natural gas pipeline unit.
"We believe that our recent and near-term investments in expansions of the
Transco and Northwest systems will provide an earnings potential comparable to
what we lost from our two gas systems sold this year."

         Following the completion of the Central sale, Williams' subsidiaries
will wholly own and operate 20,400 miles of natural gas pipeline, comprised of
the Transco, Northwest and Texas Gas systems.

         Williams also placed the 581-mile Gulfstream natural gas pipeline in
service in May. Gulfstream is a joint venture between Williams and Duke Energy
serving the Florida market.


<PAGE>


         Williams said it expects the sale of Central to reduce its capital
expenditure requirements by approximately $50 million over the next 16 months.
The company also plans to recognize a pre-tax loss of approximately $90 to $95
million from the sale in the third-quarter.

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>
</SEC-DOCUMENT>
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