-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
Originator-Key-Asymmetric:
 MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen
 TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB
MIC-Info: RSA-MD5,RSA,
 NxSLDJYakKyyR5yOGe5bbbNskdWs75WZ5fFna1AXspUOGqf4V+bfUY9kVLteLbgb
 SLtGAIu6BEc77xIJFIcSEw==

<SEC-DOCUMENT>0000950134-02-012914.txt : 20021024
<SEC-HEADER>0000950134-02-012914.hdr.sgml : 20021024
<ACCEPTANCE-DATETIME>20021024161532
ACCESSION NUMBER:		0000950134-02-012914
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20021023
ITEM INFORMATION:		Other events
ITEM INFORMATION:		Financial statements and exhibits
FILED AS OF DATE:		20021024

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			WILLIAMS ENERGY PARTNERS L P
		CENTRAL INDEX KEY:			0001126975
		STANDARD INDUSTRIAL CLASSIFICATION:	PIPE LINES (NO NATURAL GAS) [4610]
		IRS NUMBER:				731599053
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-16335
		FILM NUMBER:		02797451

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

	MAIL ADDRESS:	
		STREET 1:		ONE WILLIAMS CENTER
		CITY:			TULSA
		STATE:			OK
		ZIP:			74171
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>d00610e8vk.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):  October 23, 2002
                                                 --------------------



                          Williams Energy Partners L.P.
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)



        Delaware                1-16335              73-1599053
        --------                -------              -----------
     (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 5. Other Events.

         On October 23, 2002, Williams Energy Partners L.P. (the "Partnership")
announced that it has extended the maturity of its short-term loan associated
with the acquisition of Williams Pipe Line Company, LLC until November 27, 2002,
and is negotiating long-term debt financing to retire the short-term loan within
the timeframe of the extension.


Item 7. Financial Statements and Exhibits.

         The Partnership files the following exhibit as part of this report:

         Exhibit 99      Copy of the Partnership's press release dated
                         October 23, 2002, publicly announcing the information
                         reported herein.


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



                                       WILLIAMS ENERGY PARTNERS L.P.

                                       By: Williams GP LLC, its General Partner



Date:  October 24, 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 the Partnership's press release dated October 23,
                  2002, publicly announcing the information reported herein.
</Table>



</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>d00610exv99.txt
<DESCRIPTION>PRESS RELEASE DATED OCTOBER 23, 2002
<TEXT>
<PAGE>
                                                                      EXHIBIT 99

[NEWS RELEASE]                                                   [WILLIAMS LOGO]


NYSE: WEG

================================================================================


DATE:         Oct. 23, 2002

CONTACT:      Kelly Swan                         Paula Farrell
              Media Relations                    Investor Relations
              (918) 573-6932                     (918) 573-9233
              kelly.swan@williams.com            paula.farrell@williams.com

WILLIAMS ENERGY PARTNERS RAISES CASH DISTRIBUTION AND EXTENDS SHORT-TERM LOAN

         TULSA, Okla. - The board of directors for the general partner of
Williams Energy Partners L.P. (NYSE:WEG) has declared a quarterly cash
distribution of 70 cents per unit for the period July 1 through Sept. 30, 2002.

         The third-quarter distribution represents a 3.7 percent increase over
the second-quarter 2002 distribution of 67.5 cents per unit and a total increase
of 18.6 percent for the year.

           The latest distribution, which equates to $2.80 per unit on an
annualized basis, will be paid Nov. 14, 2002, to unitholders of record at the
close of business on Nov. 4, 2002.

           "Our cash flow continues to be strong," said John Chandler, chief
financial officer. "This distribution reflects six consecutive distribution
increases for our unitholders, marking a total increase of 33 percent since our
initial public offering in early 2001."

           The partnership also announced that it has extended the maturity of
its short-term loan associated with the acquisition of Williams Pipe Line until
Nov. 27, 2002, and is negotiating long-term debt financing to retire the
short-term loan within the timeframe of the extension.

ABOUT WILLIAMS ENERGY PARTNERS L.P.

Williams Energy Partners L.P. was formed to own, operate and acquire a
diversified portfolio of energy assets. The partnership primarily transports,
stores and distributes refined petroleum products and ammonia. The general
partner of WEG is a subsidiary of Williams, which moves, manages and markets a
variety of energy products, including natural gas, liquid hydrocarbons,
petroleum and electricity.

                                       ###


Portions of this document may constitute "forward-looking statements" as defined
by federal law. Such statements are subject to certain risks, uncertainties and
assumptions. Should one or more of these risks or uncertainties materialize, or
should underlying assumptions prove incorrect, actual results may vary
materially from those anticipated, estimated or projected. Examples of such
uncertainties and risk factors include, but are not limited to, changes in the
price for crude oil, changes in demand for refined petroleum products, adverse
developments affecting our ammonia pipeline customers, changes in federal
government policies affecting farm subsidies, changes to cost estimates relating
to specific acquisitions, changes in economic and industry conditions and
changes in regulatory requirements (including changes in environmental
requirements). These and other factors are set forth in the Partnership's
filings with the Securities and Exchange Commission.



</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
