FELINE PACS

Equity-Linked Securities

The last quarterly distribution on the PACS in the amount of 56.25 cents per share, consisting of 15.626 cents of quarterly contract adjustment payment plus 40.625 cents of excess proceeds, will be paid on February 16, 2005 to record holders of February 1, 2005.

The Income PACS of the Williams Companies, Inc. will be suspended from trading before the opening of business on February 16, 2005.

In January 2002, The Williams Companies, Inc. issued 44,000,000 FELINE PACS, which initially consisted of units referred to as Income PACS. Each Income PACS was comprised of an equity purchase contract with a three-year term and five-year senior note. The FELINE PACS were initially offered at a stated amount of $25.

Exchange Offer

On October 19, 2004, Williams announced the final results of its offer to exchange up to 43.9 million of its FELINE PACS in the form of Income PACS for one (1.0000) share of Williams common stock plus $1.47 in cash for each validly tendered and accepted Income PACS. The exchange offer expired at 5 p.m. Eastern on Monday, Oct. 18, 2004.

Williams was advised by the exchange agent that approximately 33.1 million Income PACS, or about 75 percent of the 44.0 million issued and outstanding Income PACS, had been tendered as of the expiration of the exchange offer, all of which were accepted for exchange by Williams.

Press release:
Williams announces results of exchange offer for FELINE PACS (10/19/04)
Williams commences exchange offer for FELINE PACS (9/17/04)

Disclaimer: Certain matters discussed in this section of our web site, excluding historical information, include forward-looking statements. Although Williams believes these forward-looking statements are based on reasonable assumptions, it cannot give any assurance that it will reach every objective. Williams is making these forward-looking statements in reliance on the safe harbor protections provided under the Private Securities Litigation Reform Act of 1995.