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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

CURRENT REPORT

Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 5, 2005

The Williams Companies, Inc.

(Exact name of registrant as specified in its charter)
         
Delaware   1-4174   73-0569878
         
(State or other
jurisdiction of
incorporation)
  (Commission
File Number)
  (I.R.S. Employer
Identification No.)
     
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)

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:

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240-14a-12)

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 

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Item 2.02. Results of Operations and Financial Condition.

     The Williams Companies, Inc. (NYSE:WMB) amends its Form 8-K filed May 5, 2005, in which it announced its first quarter 2005 financial results, in order to amend and replace Exhibit 99.1 referenced below.

     The press release and accompanying financial highlights and reconciliation schedules are being furnished pursuant to Item 2.02, Results of Operations and Financial Condition. The information furnished is not deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to the liabilities of that section and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

Item 9.01. Financial Statements and Exhibits.

     (a) None

     (b) None

     (c) Exhibits

     
            Exhibit 99.1
  Copy of Williams’ press release dated May 5, 2005, publicly announcing its first quarter 2005 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: May 5, 2005  /s/ Donald R. Chappel    
  Name:   Donald R. Chappel   
  Title:   Senior Vice President and Chief Financial Officer   
 

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INDEX TO EXHIBITS

     
EXHIBIT    
NUMBER   DESCRIPTION
Exhibit 99.1
  Copy of Williams’ press release dated May 5, 2005, publicly announcing its first quarter 2005 financial results.

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