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UNITED STATES
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): December 16, 2005
The Williams Companies, Inc.
(Exact name of registrant as specified in its charter)
Delaware 1-4174 73-0569878
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
One Williams Center, Tulsa, OK 74172
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(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
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[x] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
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ITEM 8.01. OTHER EVENTS.
The Williams Companies, Inc. ("Williams") today announced that it has extended,
until 5:00 p.m., New York City time, on January 11, 2006, its previously
announced offer ("Offer") to pay a cash premium to holders of any and all of up
to $299,987,000 aggregate principal amount outstanding of its 5.50% Junior
Subordinated Convertible Debentures due 2033 ("Debentures") who elect to convert
their Debentures to shares of Williams' common stock, $1.00 par value per share,
subject to the terms of the Offer. The Offer was previously scheduled to expire
at 11:59 p.m., New York City time, on December 15, 2005.
The other terms and conditions of the Offer are described in the Conversion
Offer Prospectus and Letter of Transmittal, each dated November 17, 2005.
As of 5:00 p.m., New York City time, on December 15, 2005, holders of
$220,110,750 aggregate principal amount of the outstanding Debentures
(constituting 73.4% of the principal amount of the outstanding Debentures) had
delivered valid tenders pursuant to the Offer.
A copy of the press release announcing the same is attached as Exhibit 99.1 to
this Current Report on Form 8-K and is incorporated herein.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(a) None
(b) None
(c) Exhibits:
Exhibit 99.1 Copy of press release dated December 16, 2005, publicly reporting
the matters discussed herein, filed pursuant to Item 8.01.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
The Williams Companies, Inc.
December 16, 2005
/s/ Brian K. Shore
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Name: Brian K. Shore
Title: Secretary
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Exhibit Index
EXHIBIT NO. DESCRIPTION
EX-99.1 Press Release dated December 16, 2005
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