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<SEC-DOCUMENT>0000950134-03-004162.txt : 20030319
<SEC-HEADER>0000950134-03-004162.hdr.sgml : 20030319
<ACCEPTANCE-DATETIME>20030319142115
ACCESSION NUMBER:		0000950134-03-004162
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20030317
ITEM INFORMATION:		Regulation FD Disclosure
FILED AS OF DATE:		20030319

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:		03608928

	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>d04133e8vk.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): March 17, 2003
                                                          --------------



                          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 March 17, 2003, filed herewith as Exhibit 99,
reporting audited financial results.

         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: March 19, 2003                        /s/ Brian K. Shore
                                            ---------------------------------
                                            Name:    Brian K. Shore
                                            Title:   Corporate Secretary




<PAGE>


                                INDEX TO EXHIBITS

<Table>
<Caption>

EXHIBIT
NUMBER            DESCRIPTION
- -------           -----------

<S>               <C>
   99             Copy of Williams' press release dated March 17, 2003.
</Table>



</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>d04133exv99.txt
<DESCRIPTION>PRESS RELEASE DATED MARCH 17, 2003
<TEXT>
<PAGE>


Exhibit 99

NEWSRELEASE                                                    [COMPANY LOGO]

NYSE: WMB                                              Leading Energy SOLUTIONS
- --------------------------------------------------------------------------------


DATE:             March 17, 2003

<Table>
<Caption>
<S>                 <C>                                <C>                                <C>
CONTACT:            Kelly Swan                         Travis Campbell                    Richard George
                    Williams (media relations)         Williams (investor relations)      Williams (investor relations)
                    (918) 573-6932                     (918) 573-2944                     (918) 573-3679
                    kelly.swan@williams.com            travis.campbell@williams.com       richard.george@williams.com
                    -----------------------            ----------------------------       ---------------------------
</Table>


                   WILLIAMS REPORTS AUDITED FINANCIAL RESULTS
         Records Adjustments for FERC Item and Investment-Related Charge

         TULSA, Okla. - Williams (NYSE:WMB) announced today that is has recorded
two additional after-tax charges totaling $18 million in the company's 2002
financial results.

         Subsequent to the company's year-end earnings report last month,
Williams has negotiated a settlement with the Federal Energy Regulatory
Commission pertaining to its Transco pipeline and recorded an adjustment related
to a petroleum pipeline investment.

         On Feb. 20, the company announced an unaudited net loss of $736.5
million, or $1.60 per share. In a form 10-K filing planned this week, Williams
will file audited results that show a net loss of $754.7 million, or $1.63 per
share.

         "Wrapping up these issues continues to help us move beyond 2002, which
was one of the toughest years in Williams' long history," said Steve Malcolm,
chairman, president and CEO. "We're fully focused on the days ahead as we build
a stronger, more focused Williams. We have been making notable progress on our
liquidity and integrated natural gas business strategy."

         Williams and the FERC agreed late last week to settle issues raised
during an investigation of Transco's compliance with regulations governing the
relationship between interstate gas pipelines and marketing affiliates.

         The company already has instituted a number of process changes to
address the FERC's concerns and, as part of the settlement, has agreed to a plan
to ensure future compliance. Williams has previously worked to honor the spirit
of the FERC's market affiliate rules and believes that none of the issues
identified by the FERC harmed any party or provided any competitive advantage to
Williams.
<PAGE>

          "Our clear and continuing objective is to conduct our business in a
manner that is consistent with the FERC's regulations," Malcolm wrote today in a
letter to Williams employees. "We must ensure that all of our business
activities always meet our own high standards of conduct and fully comply with
all rules and regulations."

         As a result of the agreement, Williams will pay a civil penalty of $20
million to FERC over the next four years, beginning with a $4 million payment as
early as mid-May. The impact on Williams' financial results is an additional $8
million charge to fourth-quarter 2002 segment profit for its gas pipeline
business. This charge, combined with previously recorded amounts, adequately
reflects the total financial impact of the settlement.

         The settlement also calls for the company's Transco pipeline to
discontinue firm sales services by April 1, 2005, and places additional
restrictions on Williams' energy marketing and trading unit's ability to
transport gas on affiliated pipelines. Williams said it will continue to have
the capability to transport gas through its affiliated pipelines to meet the
needs of its exploration and production, midstream and power businesses.

         Since the company is continuing to pursue a strategy to substantially
exit the energy marketing and trading business through sales or joint venture,
Williams does not expect these new requirements from the FERC to have a
significant impact on the company's future business.

         Unrelated to today's agreement with the FERC, Williams will record a
$10 million charge to its 2002 financial results to reflect adjustments recorded
by a petroleum liquids pipeline project in which the company owns a 32.1 percent
interest. The adjustment is to expense certain amounts previously capitalized as
property costs.

         Additional information regarding today's announcements will be
available in the company's Form 10-K.

ABOUT WILLIAMS (NYSE: WMB)

Williams, through its subsidiaries, primarily finds, produces, gathers,
processes and transports natural gas. Williams' gas wells, pipelines and
midstream facilities are concentrated in the Northwest, Rocky Mountains, Gulf
Coast and Eastern Seaboard. More 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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