Williams Reports First-Quarter 2013 Financial Results, Updated Guidance

  Williams Reports First-Quarter 2013 Financial Results, Updated Guidance

  *First-Quarter 2013 Net Income Is $161 Million, $0.23 per Share
  *Adjusted Net Income Down From Year-Ago on 50% Lower NGL Margins and Ethane
    Rejection; Offset by Higher Olefin Margins, Ethylene Prices, Gathered
    Volumes and Fee-based Revenues
  *Expecting More Than 60% Growth in 2013 to 2015 Adjusted Segment Profit +
    DD&A, Supporting Guidance for 20% Annual Cash-Dividend Growth in Same
    Period
  *Reducing 2013-14 Earnings Guidance Primarily on Prices – Higher Natural
    Gas, Lower NGLs
  *Waiving Up to $200 million in IDRs to Support Williams Partners as Bridge
    to Growing Cash Flows Expected from Large Portfolio of Development
    Projects

Business Wire

TULSA, Okla. -- May 07, 2013

Williams (NYSE: WMB):

Quarterly Summary        1Q 2013                   1Q 2012
Financial Information
Per share amounts are
reported on a diluted
basis. All amounts are     millions   per share       millions   per share
attributable to The
Williams Companies,
Inc.
                                                                     
(Unaudited)
                                                                     
Income from continuing     $  162       $   0.23        $   287      $   0.47
operations
Income (loss) from
discontinued                 (1  )        −              136         0.23
operations
Net income                 $  161      $   0.23        $   423      $   0.70
                                                         
Adjusted income from       $  152      $   0.22        $   236      $   0.39
continuing operations*
                                                                     

* A schedule reconciling income from continuing operations to adjusted income
from continuing operations (non-GAAP measures) is available at
www.williams.com and as an attachment to this press release.

Williams (NYSE: WMB) today announced unaudited first-quarter 2013 net income
attributable to Williams of $161 million, or $0.23 per share on a diluted
basis, compared with net income of $423 million, or $0.70 per share on a
diluted basis for first-quarter 2012.

The decline in first-quarter 2013 net income was primarily due to sharply
lower natural gas liquid (NGL) margins and related ethane rejection at
Williams Partners, as well as the absence of $207 million of income in
first-quarter 2012 associated with the sale of certain of the company’s former
Venezuela operations, of which $144 million was recorded within discontinued
operations.

Higher olefins production margins at Williams Partners partially offset these
negative impacts during the first quarter.

Adjusted Income from Continuing Operations

Adjusted income from continuing operations for first-quarter 2013 was $152
million, or $0.22 per share, compared with $236 million, or $0.39 per share
for first-quarter 2012.

Lower NGL margins at Williams Partners, including the effects of system-wide
ethane rejection, drove the decline in adjusted income from continuing
operations during first-quarter 2013. Increased costs, primarily due to higher
expenses associated with developing business that Williams Partners acquired
in 2012, also contributed to the first-quarter decline. These were partially
offset by higher olefins production margins and higher fee-based revenues.
There is a more detailed description of the business results later in this
press release.

Adjusted income from continuing operations reflects the removal of items
considered unrepresentative of ongoing operations and is a non-GAAP measure. A
reconciliation to the most relevant GAAP measure is attached to this news
release.

CEO Comment

Alan Armstrong, Williams’ president and chief executive officer, made the
following comments:

“Despite the headwinds we are facing with low NGL prices and higher natural
gas prices, the growth opportunities in our businesses remain tremendous and
enable us to project dividend growth of 20 percent annually through 2015. We
expect that ongoing tremendous North American energy infrastructure needs will
continue to combine with Williams’ unique capabilities to create a continuing
robust set of investment opportunities. As such, we have visibility to very
strong growth in our businesses and cash flows beyond 2015 as our new
investments develop and as we continue to seize many attractive investment
opportunities.

“Our large capital investment program continues to be focused on growing our
fee-based businesses. The recent run-up in natural gas prices reduces the
margin in the commodity-based portion of our businesses. Longer term, we think
this higher price will drive greater volumes as producers respond to these
more reasonable prices.

“Our focus continues to be on executing on our wide array of growth
opportunities across our businesses. We announced additional growth plans in
the first quarter, including a potential joint venture with Boardwalk Pipeline
Partners to transport natural gas liquids from the infrastructure-constrained
Marcellus and Utica shale plays to the rapidly expanding petrochemical and
export complex on the U.S. Gulf Coast. Also in March, we sanctioned
construction of a PDH facility in Alberta, Canada, which will allow Williams
to significantly increase production of polymer-grade propylene from its
Canadian operations.”

Business Segment Results

Williams’ business segments for financial reporting are Williams Partners,
Williams NGL & Petchem Services, Access Midstream Partners, and Other.

The Williams Partners segment includes the consolidated results of Williams
Partners L.P. (NYSE:WPZ); Williams NGL & Petchem Services includes the results
of Williams’ Canadian midstream businesses; and Access Midstream Partners
includes the company’s equity earnings from its 50-percent interest in
privately held Access Midstream Partners GP, L.L.C. and an approximate
23-percent limited-partner interest in Access Midstream Partners, L.P. (NYSE:
ACMP). Prior period segment results have been recast to reflect Williams
Partners’ acquisition of Williams’ Gulf Olefins business, which was completed
in November 2012.

                      1Q
                       Segment Profit (Loss)    Adj. Segment Profit (Loss)*
Amounts in millions    2013          2012        2013              2012
                                                                       
Williams Partners      $  456          $ 551       $   450             $  552
Williams NGL &            36             40            36                 40
Petchem Services
Access Midstream          -              -             -                  -
Partners **
Other                    (5   )        59           (5    )           6
                                                                       
Total                  $  487         $ 650       $   481            $  598
                                                                          

* A schedule reconciling segment profit to adjusted segment profit (non-GAAP
measure) is available at www.williams.com and as an attachment to this press
release.

** Segment results for Access Midstream Partners for 2013 includes $17 million
of non-cash amortization of the difference between the cost of Williams’
investment and the company’s underlying share of the net assets of Access
Midstream Partners.

Williams Partners

Williams Partners is focused on natural gas transportation, gathering,
treating, processing and storage; natural gas liquids fractionation; olefins
production; and oil transportation.

For first-quarter 2013, Williams Partners reported segment profit of $456
million, compared with $551 million for first-quarter 2012.

The decline in Williams Partners’ segment profit during first-quarter 2013 is
primarily due to a sharp decline in NGL margins from near historic highs in
first-quarter 2012. NGL margins declined 50 percent from the first-quarter of
2012 as continued low ethane prices drove system-wide ethane rejection and
propane and butane prices also remained at depressed levels.

Higher olefin margins, particularly higher ethylene margins at Geismar, helped
mitigate the impact of the lower NGL margins and higher expenses.

Williams      2012                                      2013                     
Partners
Key
Operational     1Q       2Q       3Q       4Q         1Q         1Q Change
Metrics
                                                                       Year-over-year     Sequential
Fee-based
Revenues        $ 651      $ 647      $ 659      $ 694      $ 684      5        %         -1     %
(millions)
                                                                                          
NGL Margins     $ 242      $ 189      $ 167      $ 154      $ 121      -50      %         -21    %
(millions)
Ethane
Equity
sales             176        166        163        141        23       -87      %         -84    %
(million
gallons)
Per-Unit
Ethane NGL      $ 0.36     $ 0.22     $ 0.12     $ 0.04     $ 0.04     -89      %         0      %
Margins
($/gallon)
Non-Ethane
Equity
sales             132        129        138        138        123      -7       %         -11    %
(million
gallons)
Per-Unit
Non-Ethane      $ 1.36     $ 1.17     $ 1.07     $ 1.08     $ 0.98     -28      %         -9     %
NGL Margins
($/gallon)
                                                                                          
Olefin
Margins         $ 74       $ 70       $ 77       $ 77       $ 118      59       %         53     %
(millions)
Geismar
ethylene
sales             284        250        263        261        246      -13      %         -6     %
volumes
(millions
of lbs.)
Geismar
ethylene        $ 0.18     $ 0.20     $ 0.22     $ 0.23     $ 0.37     106      %         61     %
margin
($/pound)
                                                                                                 

There is a more detailed description of Williams Partners’ business results in
the partnership’s first-quarter 2013 financial results news release, also
issued today.

Williams NGL & Petchem Services

Williams NGL & Petchem Services primarily includes Williams’ midstream
operations in Canada, including an oil sands offgas processing plant near Fort
McMurray, Alberta and an NGL/olefins fractionation facility and
butylene/butane splitter facility at Redwater, Alberta.

Williams NGL & Petchem Services reported segment profit of $36 million for
first-quarter 2013, compared with $40 million for first-quarter 2012.

Segment profit decreased primarily due to increased operating and maintenance
costs, including depreciation related to the Boreal pipeline, which was placed
into service June 2012. Product margins remained consistent due to offsetting
price and volume variances and fee-based revenues were slightly higher. Lower
per-unit NGL product margins were offset by higher sales volumes; whereas
higher per-unit propylene product margins were offset by lower sales volumes.

Access Midstream Partners

The segment results for Access Midstream Partners in the first quarter 2013
included $17 million of equity earnings recognized from Access Midstream
Partners, offset by $17 million non-cash amortization of the difference
between the cost of William’s investment and the company’s underlying share of
the net assets of Access Midstream Partners. Access Midstream Partners, L.P.
reported first-quarter adjusted EBITDA of $184.4 million, up 55.7 percent from
first-quarter 2012. During first-quarter 2013, Williams received a regular
quarterly distribution of $20 million from Access Midstream Partners.

Other

The Other segment benefited from a $53 million gain in 2012 related to the
2010 sale of the company’s Accroven investment in Venezuela. This gain has
been excluded from the adjusted segment profit for Other.

Guidance

Williams is lowering its 2013-14 guidance for earnings and cash flows to
reflect expected lower NGL processing margins due to higher natural gas price
and lower NGL price assumptions and related lower ethane transportation
volumes. Additionally, the lower segment profit guidance in 2014 includes
changes in assumed in-service dates for certain projects. Partially offsetting
these less favorable assumptions are expectations for continued strong olefins
margins.

In conjunction with the lower guidance announced for Williams Partners,
Williams has agreed to waive incentive distribution rights of up to $200
million over the next four quarters. Williams support is expected to boost
Williams Partners cash coverage to .90x for 2013. The IDR waivers provide
Williams Partners with short-term cash distribution support as a large
platform of growth projects moves toward completion. Williams Partners expects
cash coverage of .97x in 2014 and 1.03x in 2015 without the benefit of IDR
waivers.

For 2013 through 2015, Williams expects strong cash flow growth from Williams
Partners, Williams NGL & Petchem Services and Access Midstream Partners to
drive 20 percent annual cash dividend growth.

Capital expenditures included in guidance have been adjusted to reflect
recently announced projects including the Canada PDH project and the Three
Rivers Midstream joint venture with Shell, as well as a number of additional
projects and revisions.

The proposed Bluegrass Pipeline project development costs, capital, earnings
and cash flow are not currently reflected in guidance as the project has not
been sanctioned at this time.

Williams’ current commodity price assumptions and the corresponding guidance
for its earnings and capital expenditures are displayed in the following
table:

Commodity Price Assumptions and
Financial                              2013        2014        2015
Outlook at Midpoint of Guidance (1)
                                                              
Commodity Price Assumptions
Ethane ($ per gallon)                    $ 0.28        $ 0.30        $ 0.30
Propane ($ per gallon)                   $ 0.96        $ 1.15        $ 1.15
Natural Gas - NYMEX ($/MMBtu)            $ 4.06        $ 4.25        $ 4.25
Ethylene Spot ($ per pound)              $ 0.59        $ 0.60        $ 0.60
Propylene Spot ($ per pound)             $ 0.63        $ 0.59        $ 0.62
Crude Oil - WTI ($ per barrel)           $ 91          $ 90          $ 90
                                                                     
NGL to Crude Oil Relationship (2)          36    %       39    %       39    %
                                                                     
Crack Spread ($ per pound) (3)           $ 0.47        $ 0.47        $ 0.47
Composite Frac Spread ($ per gallon)     $ 0.45        $ 0.49        $ 0.49
(4)
                                                                     
Capital & Investment Expenditures
(millions)
Williams Partners                        $ 3,745       $ 2,465
Williams NGL & Petchem Services            590           730
Access Midstream Partners (5)              −             −
Other                                     60        25       
Total Capital & Investment               $ 4,395       $ 3,220       $ 2,575
Expenditures
                                                                     
Cash Flow from Operations (millions)     $ 2,100       $ 3,050       $ 3,330
                                                                     
Adjusted Segment Profit (millions)
(6)
Williams Partners                        $ 1,675       $ 2,390
Williams NGL & Petchem Services            85            140
Access Midstream Partners                  20            83
Other                                     0         0        
Total Adjusted Segment Profit            $ 1,780       $ 2,613       $ 3,200
                                                                     
Adjusted Segment Profit + DD&A
(millions) (6)
Williams Partners                        $ 2,465       $ 3,280
Williams NGL & Petchem Services            120           185
Access Midstream Partners (7)              85            148
Other                                     20        25       
Total Adjusted Segment Profit + DD&A     $ 2,690       $ 3,638       $ 4,345
                                                                     
Adjusted Diluted Earnings Per Share      $ 0.73        $ 1.30        $ 1.55
(6)


(1) Guidance ranges for 2013-14 are available in the Data Book. Guidance
ranges and segment information for 2015 will be presented at Analyst Day on
May 21.
(2) Calculated as the price of natural gas liquids as a percentage of the
price of crude oil on an equal volume basis.
(3) Crack spread is based on Delivered U.S. Gulf Coast Ethylene and Mont
Belvieu Ethane.
(4) Composite frac spread is based on Henry Hub natural gas and Mont Belvieu
NGLs.
(5) Williams expects Access to fund its significant planned capital
expenditures and assumes that Williams' additional investment is limited to
maintaining its 50% share of the General Partner's 2% interest in Access' LP
units.
(6) Adjusted Segment Profit and Adjusted Diluted EPS are adjusted to remove
items considered unrepresentative of ongoing operations and are non-GAAP
measures. Adjusted Segment Profit + DD&A is also a non-GAAP measure.
Reconciliations to the most relevant GAAP measures are attached to this news
release.
(7) Amortization for Access Midstream Partners reflects the amortization of
the basis difference between Williams' investment and its proportional share
of the underlying net assets.


Annual Analyst Day Meeting Set for May 21

Williams plans to host its annual Analyst Day on Tuesday, May 21. The event
will feature in-depth presentations covering all of Williams' and Williams
Partners L.P.'s energy infrastructure businesses. The event is scheduled from
8:30 a.m. to approximately 3 p.m. EDT.

Williams’ Analyst Day will be broadcast live via webcast beginning on May 21
at 8:30 a.m. EDT. Participants can access the webcast at www.williams.com or
www.williamslp.com. Slides will be available on the morning of the event on
both web sites for viewing, downloading and printing. A replay of the Analyst
Day webcast will be available for two weeks following the event at the
websites listed above.

First-Quarter 2013 Materials to be Posted Shortly; Q&A Webcast Scheduled for
Tomorrow

Williams’ first-quarter 2013 financial results package will be posted shortly
at www.williams.com. The package will include the data book and analyst
package, and the investor presentation with a recorded commentary from CEO
Alan Armstrong.

Williams and Williams Partners L.P. will host a joint Q&A live webcast on
Wednesday, May 8, at 9:30 a.m. EDT. A limited number of phone lines will be
available at (800) 390-5705. International callers should dial (719) 325-2461.
A link to the webcast, as well as replays of the webcast in both streaming and
downloadable podcast formats, will be available for two weeks following the
event at www.williams.comandwww.williamslp.com.

Form 10-Q

The company plans to file its first-quarter 2013 Form 10-Q with the Securities
and Exchange Commission this week. Once filed, the document will be available
on both the SEC and Williams websites.

Non-GAAP Measures

This press release includes certain financial measures – adjusted segment
profit, adjusted segment profit + DD&A, adjusted income from continuing
operations (“earnings”) and adjusted earnings per share – that are non-GAAP
financial measures as defined under the rules of the Securities and Exchange
Commission. Adjusted segment profit, adjusted earnings and adjusted earnings
per share measures exclude items of income or loss that the company
characterizes as unrepresentative of its ongoing operations. Management
believes these measures provide investors meaningful insight into the
company's results from ongoing operations.

This press release is accompanied by a reconciliation of these non-GAAP
financial measures to their nearest GAAP financial measures. Management uses
these financial measures because they are widely accepted financial indicators
used by investors to compare a company’s performance. In addition, management
believes that these measures provide investors an enhanced perspective of the
operating performance of the company and aid investor understanding. Neither
adjusted segment profit, adjusted segment profit + DD&A, adjusted earnings,
nor adjusted earnings per share measures are intended to represent an
alternative to segment profit, net income or earnings per share. They should
not be considered in isolation or as substitutes for a measure of performance
prepared in accordance with United States generally accepted accounting
principles.

This press release also includes cash distribution coverage ratios for
Williams Partners and adjusted EBITDA for Access Midstream Partners, LP that
are non-GAAP financial measures, for which further description and
reconciliations to the nearest GAAP measures may be found in Williams
Partners’ press release dated May 7, 2013, and ACMP’s press release dated
April 30, 2013, respectively.

About Williams (NYSE: WMB)

Williams is one of the leading energy infrastructure companies in North
America. It owns interests in or operates 15,000 miles of interstate gas
pipelines, 1,000 miles of NGL transportation pipelines, and more than 10,000
miles of oil and gas gathering pipelines. The company’s facilities have daily
gas processing capacity of 6.6 billion cubic feet of natural gas and NGL
production of more than 200,000 barrels per day. Williams owns approximately
68 percent of Williams Partners L.P. (NYSE: WPZ), one of the largest
diversified energy master limited partnerships. Williams Partners owns most of
Williams’ interstate gas pipeline and domestic midstream assets.The company’s
headquarters is in Tulsa, Okla. More information is available at
www.williams.com, where the company routinely posts important information.

Our reports, filings, and other public announcements may include
"forward-looking statements" within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended. These forward-looking statements relate to
anticipated financial performance, management's plans and objectives for
future operations, business prospects, outcome of regulatory proceedings,
market conditions and other matters. We make these forward-looking statements
in reliance on the safe harbor protections provided under the Private
Securities Litigation Reform Act of 1995.

All statements, other than statements of historical facts, included in this
report that address activities, events or developments that we expect, believe
or anticipate will exist or may occur in the future, are forward-looking
statements. Forward-looking statements can be identified by various forms of
words such as "anticipates," "believes," "seeks," "could," "may," "should,"
"continues," "estimates," "expects," "assumes," "forecasts," "intends,"
"might," "goals," "objectives," "targets," "planned," "potential," "projects,"
"scheduled," "will," "assumes," "guidance," "outlook," "in service date" or
other similar expressions. These forward-looking statements are based on
management's beliefs and assumptions and on information currently available to
management and include, among others, statements regarding:

  *Amounts and nature of future capital expenditures;
  *Expansion and growth of our business and operations;
  *Financial condition and liquidity;
  *Business strategy;
  *Cash flow from operations or results of operations;
  *The levels of dividends to stockholders;
  *Seasonality of certain business components;
  *Natural gas, natural gas liquids and olefins prices, supply and demand;
  *Demand for our services.

Forward-looking statements are based on numerous assumptions, uncertainties
and risks that could cause future events or results to be materially different
from those stated or implied in this report. Many of the factors that will
determine these results are beyond our ability to control or predict. Specific
factors that could cause actual results to differ from results contemplated by
the forward-looking statements include, among others, the following:

  *Whether we have sufficient cash to enable us to pay current and expected
    levels of dividends;
  *Availability of supplies, market demand and volatility of prices;
  *Inflation, interest rates, fluctuation in foreign exchange, and general
    economic conditions (including future disruptions and volatility in the
    global credit markets and the impact of these events on our customers and
    suppliers);
  *The strength and financial resources of our competitors and the effects of
    competition;
  *Ability to acquire new businesses and assets and integrate those
    operations and assets into our existing businesses, as well as
    successfully expand our facilities;
  *Development of alternative energy sources;
  *The impact of operational and development hazards and unforeseen
    interruptions;
  *Costs of, changes in, or the results of laws, government regulations
    (including safety and environmental regulations), environmental
    liabilities, litigation, and rate proceedings;
  *Our costs and funding obligations for defined benefit pension plans and
    other postretirement benefit plans;
  *Changes in maintenance and construction costs;
  *Changes in the current geopolitical situation;
  *Our exposure to the credit risk of our customers and counterparties;
  *Risks related to strategy and financing, including restrictions stemming
    from our debt agreements, future changes in our credit ratings and the
    availability and cost of capital;
  *The amount of cash distributions from and capital requirements of our
    investments and joint ventures in which we participate;
  *Risks associated with weather conditions and natural phenomena, including
    climate conditions;
  *Acts of terrorism, including cybersecurity threats and related
    disruptions;
  *Additional risks described in our filings with the Securities and Exchange
    Commission.

Given the uncertainties and risk factors that could cause our actual results
to differ materially from those contained in any forward-looking statement, we
caution investors not to unduly rely on our forward-looking statements. We
disclaim any obligations to and do not intend to update the above list or to
announce publicly the result of any revisions to any of the forward-looking
statements to reflect future events or developments.

In addition to causing our actual results to differ, the factors listed above
may cause our intentions to change from those statements of intention set
forth in this announcement. Such changes in our intentions may also cause our
results to differ. We may change our intentions, at any time and without
notice, based upon changes in such factors, our assumptions, or otherwise.

Investors are urged to closely consider the disclosures and risk factors in
our annual report on Form 10-K filed with the SEC on Feb. 27, 2013, and our
quarterly reports on Form 10-Q available from our offices or from our website
at www.williams.com.


Reconciliation of Income (Loss) from Continuing Operations Attributable to The Williams Companies, Inc. to Adjusted
Income
(UNAUDITED)             
                                                                                                
                                                                                                           
                           2012                                                                            2013
(Dollars in millions,
except per-share         1st Qtr       2nd Qtr       3rd Qtr       4th Qtr       Year            1st Qtr
amounts)
                                                                                                           
Income (loss) from
continuing operations
attributable to The        $ 287        $ 133        $ 152        $ 151        $ 723          $ 162     
Williams Companies,
Inc. available to
common stockholders
                                                                                                           
                                                                                                           
Income (loss) from
continuing operations      $ 0.47       $ 0.21       $ 0.25       $ 0.23       $ 1.15         $ 0.23    
- diluted earnings per
common share
                                                                                                           
Adjustments:
                                                                                                           
Williams Partners
Acquisition and
transition-related         $ -             $ 19            $ 4             $ 2             $ 25            $ -
costs
Loss related to
Eminence storage             1               -               1               -               2               -
facility leak
Impairment of certain        -               -               6               -               6               -
assets
Share of impairments
at equity method             -               -               -               5               5               -
investee
Loss due to Geismar          -               -               4               1               5               -
furnace fire
Gain on sale of              -               (6      )       -               -               (6      )       -
certain assets
Litigation settlement       -           -           -           -           -             (6      )
gain
Total Williams               1               13              15              8               37              (6      )
Partners adjustments
                                                                                                           
Other
Gain from Venezuela         (53     )    -           -           -           (53     )      -       
investment
Total Other                 (53     )    -           -           -           (53     )      -       
adjustments
Adjustments included
in segment profit            (52     )       13              15              8               (16     )       (6      )
(loss)
                                                                                                           
Adjustments below
segment profit (loss)
Reorganization-related       -               6               6               12              24              2
costs
Gain from Venezuela
investment - related         (10     )       -               -               -               (10     )       -
interest - Other
Interest income on
note receivable from         -               (3      )       (2      )       (2      )       (7      )       (13     )
sale of Venezuela
assets - Other
Allocation of
adjustments to              -           (6      )    (5      )    (5      )    (16     )      5       
noncontrolling
interests
                             (10     )       (3      )       (1      )       5               (9      )       (6      )
                                                                                                           
Total adjustments            (62     )       10              14              13              (25     )       (12     )
Less tax effect for          11              (6      )       (6      )       (5      )       (6      )       1
above items
                                                                                                           
Adjustments for             -           1           1           1           3             1       
tax-related items
                                                                                                           
Adjusted income from
continuing operations      $ 236        $ 138        $ 161        $ 160        $ 695          $ 152     
available to common
stockholders
                                                                                                           
Adjusted diluted
earnings per common        $ 0.39       $ 0.22       $ 0.25       $ 0.25       $ 1.11         $ 0.22    
share [1]
                                                                                                           
Weighted-average
shares - diluted             600,520         626,620         632,019         642,527         625,486         687,143
(thousands)
                                                                                                                     

          Interest expense, net of tax, associated with our convertible
^[1]     debentures has been added back to adjusted income from continuing
          operations available to common stockholders to calculate adjusted
          diluted earnings per common share.

Note: The sum of earnings per share for the quarters may not equal the total
earnings per share for the year due to changes in the weighted-average number
of common shares outstanding.



Reconciliation of GAAP "Segment Profit (Loss)" to Non-GAAP "Adjusted Segment
Profit (Loss)" and "Adjusted Segment Profit + DD&A"
(UNAUDITED)
                                                              
                                                                           
                 2012                                                      2013
(Dollars in    1st Qtr   2nd     3rd     4th Qtr   Year          1st Qtr
millions)                    Qtr       Qtr
                                                                           
Segment
profit
(loss):
                                                                           
Williams         $ 551       $ 391     $ 429     $ 441       $ 1,812       $ 456
Partners
Williams NGL
& Petchem          40          16        16        27          99            36
Services
Access
Midstream          -           -         -         -           -             -
Partners
Other             59      1      1      (12 )    49          (5  )
Total
segment          $ 650    $ 408   $ 446   $ 456    $ 1,960      $ 487 
profit
(loss)
                                                                           
Adjustments:
                                                                           
Williams         $ 1         $ 13      $ 15      $ 8         $ 37          $ (6  )
Partners
Williams NGL
& Petchem          -           -         -         -           -             -
Services
Access
Midstream          -           -         -         -           -             -
Partners
Other             (53 )    -      -      -       (53   )      -   
Total
segment          $ (52 )   $ 13    $ 15    $ 8      $ (16   )     $ (6  )
adjustments
                                                                           
Adjusted
segment
profit
(loss):
                                                                           
Williams         $ 552       $ 404     $ 444     $ 449       $ 1,849       $ 450
Partners
Williams NGL
& Petchem          40          16        16        27          99            36
Services
Access
Midstream          -           -         -         -           -             -
Partners
Other             6       1      1      (12 )    (4    )      (5  )
Total
adjusted
segment          $ 598    $ 421   $ 461   $ 464    $ 1,944      $ 481 
profit
(loss)
                                                                           
Depreciation
and
amortization
(DD&A):
Williams         $ 159       $ 171     $ 185     $ 199       $ 714         $ 199
Partners
Williams NGL
& Petchem          4           3         6         7           20            7
Services
Access
Midstream          -           -         -         -           -             17  *
Partners
Other             5       7      5      5       22          4   
Total
depreciation     $ 168    $ 181   $ 196   $ 211    $ 756        $ 227 *
and
amortization
                                                                           
Adjusted
segment
profit
(loss) +
DD&A
Williams         $ 711       $ 575     $ 629     $ 648       $ 2,563       $ 649
Partners
Williams NGL
& Petchem          44          19        22        34          119           43
Services
Access
Midstream          -           -         -         -           -             17
Partners
Other             11      8      6      (7  )    18          (1  )
Total
adjusted
segment          $ 766    $ 602   $ 657   $ 675    $ 2,700      $ 708 
profit
(loss) +
DD&A
                                                                                 

        DD&A adjustment for Access Midstream Partners reflects the
*      amortization of the basis difference between Williams' investment and
        its proportional share of the underlying net assets.

        Segment profit (loss) includes equity earnings (losses) and income
        (loss) from investments reported in other investing income - net in
Note:   the Consolidated Statement of Income. Equity earnings (losses) results
        from investments accounted for under the equity method. Income (loss)
        from investments results from the management of certain equity
        investments.
        

                                                                   
2013 Forecast Guidance—Reported to Adjusted
                                                                              
                             May 7 Guidance
                             Reported              Adjustment     Adjusted
(Dollars in millions,
except earnings per          Low    —  High      Items          Low    —  High
share)
                                                                              
Segment profit               $       —   $         $ (6)          $       —   $
                             1,666       1,906                    1,660       1,900
Net interest expense         (525)   —   (535)     -              (525)   —   (535)
General                      (144)  —  (154)     (11)           (155)  —  (165)
corporate/other/rounding
Pretax income                997     —   1,217     (17)           980     —   1,200
Provision for income tax     (277)  —  (362)     2              (275)  —  (360)
Income from continuing       $ 720   —   $ 855     $ (15)         $ 705   —   $ 840
operations
Net income attributable
to noncontrolling            (265)  —  (295)     5              (260)  —  (290)
interests
                                                                              
Amounts attributable to
Williams:
Income from continuing       $ 455  —  $ 560     $ (10)         $ 445  —  $ 550
operations
                                                                              
Diluted EPS                  $      —  $                        $      —  $
                             0.66        0.81                     0.65        0.80
                                                                              

                                                             
Segment Profit Guidance—Reported to Adjusted
                                                                     
                               2013 Guidance         2014            2015
                                                     Guidance        Guidance
(Dollars in millions)          Midpoint              Midpoint        Midpoint
                                                                     
Reported segment
profit:
Williams Partners              $    1,681            $  2,390
(WPZ)
NGL & Petchem Services              85                  140
Access Midstream                    20                  83
Partners
Other                              -                 -            
Total Reported segment         $    1,786           $  2,613        $  3,200
profit
                                                                     
Adjustments:
Total Williams                 $    (6      )
Partners adjustments
Total NGL & Petchem
Services adjustments
Total Access Midstream
Partners adjustments
Total Other                                                        
adjustments
Total Adjustments              $    (6      )        $  -            $  -
                                                                     
Adjusted segment
profit:
Williams Partners              $    1,675            $  2,390
(WPZ)
NGL & Petchem Services              85                  140
Access Midstream                    20                  83
Partners
Other                              -                 -            
Total Adjusted segment         $    1,780           $  2,613        $  3,200
profit
                                                                     
Depreciation and
amortization (DD&A):
Williams Partners              $    790              $  890
(WPZ)
NGL & Petchem Services              35                  45
Access Midstream                    65                  65
Partners*
Other                              20                25           
Total depreciation and         $    910             $  1,025        $  1,145
amortization
                                                                     
* Amortization adjustment for Access Midstream Partners reflects the
amortization of the basis difference between Williams' investment and its
proportional share of the underlying net assets.
                                                                     
Adjusted segment
profit + DD&A
Williams Partners              $    2,465            $  3,280
(WPZ)
NGL & Petchem Services              120                 185
Access Midstream                    85                  148
Partners
Other                              20                25           
Total adjusted segment         $    2,690          $  3,638       $  4,345
profit + DD&A
                                                                        


Reconciliation of Forecasted Reported Income from Continuing Operations to
Adjusted Income from Continuing Operations
                                                          
                                        2013 Guidance         2014 Guidance
(Dollars in millions, except            Midpoint                Midpoint
earnings per share)
                                                                
Reported income from continuing         $    508                $   900    
operations
Adjustments—pretax                           (12     )              -
Less taxes                                  2                    -      
Adjustments—after tax                        (10     )              -
Adjusted income from continuing         $    498               $   900    
ops
Adjusted diluted EPS                    $    0.73              $   1.30   
                                                                
Note: All amounts attributable
to Williams

Contact:

Williams
Media Contact:
Tom Droege, 918-573-4034
or
Investor Contacts:
John Porter, 918-573-0797
or
Sharna Reingold, 918-573-2078
 
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