The Williams Companies, Inc. (WMB) 10-Q/A 27 Aug 09 2009 Q2 Quarterly report (amended) Financial data

Consolidated Statement of Opera

Consolidated Statement of Operations (USD $)
In Millions, except Share data in Thousands, unless otherwise specified	3 Months Ended Jun. 30, 2009	3 Months Ended Jun. 30, 2008	6 Months Ended Jun. 30, 2009	6 Months Ended Jun. 30, 2008
Revenues:
Total revenues	$1,909	$3,657	$3,831	$6,821
Segment costs and expenses:
Costs and operating expenses	1,392	2,697	2,836	5,030
Selling, general and administrative expenses	129	131	254	242
Other (income) expense - net	(1)	(32)	32	(146)
Total segment costs and expenses	1,520	2,796	3,122	5,126
General corporate expenses	38	42	78	84
Total operating income (loss)	351	819	631	1,611
Interest accrued	167	161	329	321
Interest capitalized	22	16	42	24
Investing income (loss)	24	54	(37)	109
Other income (expense)???net	1	0	(1)	4
Income from continuing operations before income taxes	231	728	306	1,427
Provision for income taxes	80	257	136	508
Income from continuing operations	151	471	170	919
Income (loss) from discontinued operations	18	29	(225)	120
Net income (loss)	169	500	(55)	1,039
Less: Net income (loss) attributable to noncontrolling interests	27	63	(25)	102
Net income (loss) attributable to The Williams Companies, Inc.	142	437	(30)	937
Amounts attributable to The Williams Companies, Inc.:
Income from continuing operations	123	412	125	823
Income (loss) from discontinued operations	19	25	(155)	114
Net income (loss) attributable to The Williams Companies, Inc.	142	437	(30)	937
Basic earnings (loss) per common share:
Income from continuing operations	0.21	0.71	0.22	1.41
Income (loss) from discontinued operations	0.03	0.04	-0.27	0.19
Net income (loss)	0.24	0.75	-0.05	1.6
Weighted-average shares (thousands)	580,726	583,400	580,114	584,459
Diluted earnings (loss) per common share:
Income from continuing operations	0.21	0.69	0.21	1.38
Income (loss) from discontinued operations	0.03	0.04	-0.26	0.19
Net income (loss)	0.24	0.73	-0.05	1.57
Weighted-average shares (thousands)	588,780	596,187	587,999	597,404
Cash dividends declared per common share	0.11	0.11	0.22	0.21
Exploration & Production
Revenues:
Total revenues	530	948	1,083	1,676
Segment costs and expenses:
Total operating income (loss)	115	490	189	917
Gas Pipeline (GasPipeline_Member)
Revenues:
Total revenues	421	406	822	819
Segment costs and expenses:
Total operating income (loss)	147	164	311	334
Midstream Gas & Liquids
Revenues:
Total revenues	805	1,710	1,498	3,227
Segment costs and expenses:
Total operating income (loss)	130	254	213	469
Gas Marketing Services
Revenues:
Total revenues	598	2,010	1,465	3,660
Segment costs and expenses:
Total operating income (loss)	(6)	(46)	(8)	(25)
Other (Other_Member)
Revenues:
Total revenues	7	6	14	12
Segment costs and expenses:
Total operating income (loss)	3	(1)	4	0
Business Intersegment, Eliminations [Member]
Revenues:
Intercompany eliminations	(452)	(1,423)	(1,051)	(2,573)
General Corporate Expenses [Member]
Segment costs and expenses:
General corporate expenses	($38)	($42)	($78)	($84)

Consolidated Balance Sheet

Consolidated Balance Sheet (USD $)
In Millions	Jun. 30, 2009	Dec. 31, 2008
ASSETS
Cash and cash equivalents	$1,853	$1,438
Accounts and notes receivable (net of allowance of $32 at June 30, 2009 and $29 at December 31, 2008)	677	884
Inventories	249	260
Derivative assets	882	1,464
Assets of discontinued operations	1	142
Other current assets and deferred charges	237	223
Total current assets	3,899	4,411
Investments	894	971
Property, plant and equipment, at cost	26,255	25,360
Less accumulated depreciation, depletion and amortization	8,289	7,619
Property, plant and equipment???net	17,966	17,741
Derivative assets	745	986
Goodwill	1,011	1,011
Assets of discontinued operations	0	387
Other assets and deferred charges	511	499
Total assets	25,026	26,006
LIABILITIES AND EQUITY
Accounts payable	772	1,052
Accrued liabilities	1,006	1,139
Derivative liabilities	524	1,093
Liabilities of discontinued operations	0	217
Long-term debt due within one year	13	18
Total current liabilities	2,315	3,519
Long-term debt	8,265	7,683
Deferred income taxes	3,378	3,315
Derivative liabilities	710	875
Liabilities of discontinued operations	0	82
Other liabilities and deferred income	1,505	1,478
Stockholders' equity:
Common stock (960 million shares authorized at $1 par value; 617 million issued at June 30, 2009 and 613 million shares issued at December 31, 2008)	617	613
Capital in excess of par value	8,116	8,074
Retained earnings	716	874
Accumulated other comprehensive loss	(84)	(80)
Less treasury stock, at cost (35 million shares of common stock)	1,041	1,041
Total stockholders? equity	8,324	8,440
Noncontrolling interests in consolidated subsidiaries	529	614
Total equity	8,853	9,054
Total liabilities and equity	$25,026	$26,006

Consolidated Balance Sheet (Par

Consolidated Balance Sheet (Parenthetical) (USD $)
In Millions, unless otherwise specified	Jun. 30, 2009	Dec. 31, 2008
Consolidated Balance Sheet (Parenthetical) [Abstract]
Allowance for Doubtful Accounts Receivable, Current	$32	$29
Common Stock, Shares Authorized	960	960
Common Stock, Par or Stated Value Per Share	1	1
Common Stock, Shares, Issued	617	613
Treasury Stock, Shares	35	35

Consolidated Statement of Chang

Consolidated Statement of Changes in Equity (USD $)
In Millions	3 Months Ended Jun. 30, 2009	3 Months Ended Jun. 30, 2008	6 Months Ended Jun. 30, 2009	6 Months Ended Jun. 30, 2008
Beginning balance	$8,856	$8,384	$9,054	$7,805
Comprehensive income:
Net income (loss)	169	500	(55)	1,039
Other comprehensive income (loss), net of tax:
Net unrealized loss on cash flow hedges, net of reclassification adjustments	(158)	(343)	(35)	(463)
Foreign currency translation adjustments	32	4	19	(17)
Pension and other postretirement benefits - net	5	2	12	4
Total other comprehensive loss	(121)	(337)	(4)	(476)
Total comprehensive income (loss)	48	163	(59)	563
Cash dividends - common stock	(64)	(64)	(128)	(123)
Dividends and distributions to noncontrolling interests	(32)	(30)	(65)	(54)
Sale of limited partner units of consolidated partnerships			0	362
Conversion of Williams Partners L.P. subordinated units to common units			0	0
Purchase of treasury stock	0	(239)	0	(365)
Stock-based compensation, net of tax	13	45	18	64
Issuance of common stock from 5.5% debentures conversion	28	0	28	0
Other	4	0	5	7
Ending balance	8,853	8,259	8,853	8,259
The Williams Companies, Inc.
Beginning balance	8,326	7,801	8,440	6,375
Comprehensive income:
Net income (loss)	142	437	(30)	937
Other comprehensive income (loss), net of tax:
Net unrealized loss on cash flow hedges, net of reclassification adjustments	(158)	(334)	(35)	(456)
Foreign currency translation adjustments	32	4	19	(17)
Pension and other postretirement benefits - net	5	2	12	4
Total other comprehensive loss	(121)	(328)	(4)	(469)
Total comprehensive income (loss)	21	109	(34)	468
Cash dividends - common stock	(64)	(64)	(128)	(123)
Dividends and distributions to noncontrolling interests	0	0	0	0
Sale of limited partner units of consolidated partnerships			0	0
Conversion of Williams Partners L.P. subordinated units to common units			0	1,225
Purchase of treasury stock	0	(239)	0	(365)
Stock-based compensation, net of tax	13	45	18	64
Issuance of common stock from 5.5% debentures conversion	28	0	28	0
Other	0	0	0	8
Ending balance	8,324	7,652	8,324	7,652
Noncontrolling Interests
Beginning balance	530	583	614	1,430
Comprehensive income:
Net income (loss)	27	63	(25)	102
Other comprehensive income (loss), net of tax:
Net unrealized loss on cash flow hedges, net of reclassification adjustments	0	(9)	0	(7)
Foreign currency translation adjustments	0	0	0	0
Pension and other postretirement benefits - net	0	0	0	0
Total other comprehensive loss	0	(9)	0	(7)
Total comprehensive income (loss)	27	54	(25)	95
Cash dividends - common stock	0	0	0	0
Dividends and distributions to noncontrolling interests	(32)	(30)	(65)	(54)
Sale of limited partner units of consolidated partnerships			0	362
Conversion of Williams Partners L.P. subordinated units to common units			0	(1,225)
Purchase of treasury stock	0	0	0	0
Stock-based compensation, net of tax	0	0	0	0
Issuance of common stock from 5.5% debentures conversion	0	0	0	0
Other	4	0	5	(1)
Ending balance	$529	$607	$529	$607

Consolidated Statement of Cash

Consolidated Statement of Cash Flows (USD $)
In Millions	3 Months Ended Jun. 30, 2009	3 Months Ended Jun. 30, 2008	6 Months Ended Jun. 30, 2009	6 Months Ended Jun. 30, 2008
OPERATING ACTIVITIES:
Net income (loss)	$169	$500	($55)	$1,039
Adjustments to reconcile to net cash provided by operating activities:
Depreciation, depletion and amortization			726	620
Provision (benefit) for deferred income taxes			(18)	329
Provision for loss on investments, property and other assets			341	4
Gain on sale of contractual production rights			0	(148)
Provision for doubtful accounts and notes			51	6
Amortization of stock-based awards			25	34
Cash provided (used) by changes in currrent assets and liabilities:
Accounts and notes receivable			244	(361)
Inventories			6	(129)
Margin deposits and customer margin deposits payable			(15)	183
Other current assets and deferred charges			(34)	(53)
Accounts payable			(55)	172
Accrued liabilities			(138)	102
Changes in current and noncurrent derivative assets and liabilities			29	(18)
Other, including changes in noncurrent assets and liabilities			27	(14)
Net cash provided by operating activities			1,134	1,766
FINANCING ACTIVITIES:
Proceeds from long-term debt			595	674
Payments of long-term debt			(31)	(619)
Proceeds from sale of limited partner units of consolidated partnerships			0	362
Dividends paid			(128)	(123)
Purchase of treasury stock			0	(359)
Dividends and distributions paid to noncontrolling interests			(65)	(54)
Changes in restricted cash			38	(30)
Changes in cash overdrafts			(61)	(23)
Other???net			(5)	37
Net cash provided (used) by financing activities			343	(135)
INVESTING ACTIVITIES:
Capital expenditures			(1,077)	(1,521)
Purchases of investments/advances to affiliates			(129)	(67)
Proceeds from sale of contractual production rights			0	148
Distribution from Gulfstream Natural Gas System, L.L.C.			148	0
Other???net			(5)	47
Net cash used by investing activities			(1,063)	(1,393)
Increase in cash and cash equivalents			414	238
Cash and cash equivalents at beginning of period			1,439	1,699
Cash and cash equivalents at end of period	1,853	1,937	1,853	1,937
Supplemental Information
Increases to property, plant and equipment			(904)	(1,561)
Changes in related accounts payable and accrued liabilities			(173)	40
Capital expenditures			($1,077)	($1,521)

General

General
	6 Months Ended Jun. 30, 2009 USD / shares
General [Abstract]
General [Text Block]	Note 1. General Our accompanying interim consolidated financial statements do not include all the notes in our annual financial statements and, therefore, should be read in conjunction with the consolidated financial statements and notes thereto in Exhibit99.1 of our Form 8-K dated May28, 2009. The accompanying unaudited financial statements include all normal recurring adjustments that, in the opinion of our management, are necessary to present fairly our financial position at June30, 2009, results of operations and changes in equity for the three and six months ended June30, 2009 and 2008 and cash flows for the six months ended June30, 2009 and 2008. The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Goodwill We perform interim assessments of goodwill if indicators of potential impairment exist. We performed an interim evaluation as of March31, 2009, and determined that no impairment of our goodwill was necessary. At June30, 2009, no indicators of potential impairment were present. It is reasonably possible that we may be required to conduct an interim goodwill impairment evaluation again during 2009, which could result in a material impairment of goodwill. Subsequent Events We have evaluated our disclosure of subsequent events through the time of filing this Form 10-Q with the Securities and Exchange Commission on August6, 2009.

Basis of Presentation

Basis of Presentation
	6 Months Ended Jun. 30, 2009 USD / shares
Basis of Presentation [Abstract]
Basis of Presentation [Text Block]	Note 2. Basis of Presentation During the second quarter of 2009, we determined that certain contracts within our Midstream Gas Liquids (Midstream) segment involving the purchase and resale of natural gas liquids (NGLs) and oil with the same counterparties should have been reported on a net, rather than gross, basis in the first quarter of 2009. The error in presentation overstated both revenues and costs and operating expenses by equal amounts and had no impact on segment profit , operating income , net income , net cash provided by operating activities or any other key internal measures of operating performance . Amounts for the second quarter of 2009 have been properly reported and activity related to the first quarter of 2009, totaling $206million, has been corrected in the year-to-date amounts presented in the Consolidated Statement of Operations. Discontinued Operations The accompanying consolidated financial statements and notes reflect the results of operations and financial position of certain of our Venezuela operations as discontinued operations. (See Note 3.) Unless indicated otherwise, the information in the Notes to Consolidated Financial Statements relates to our continuing operations. Master Limited Partnerships We own approximately 23.6percent of Williams Partners L.P., including 100percent of the general partner, and incentive distribution rights. Considering the presumption of control of the general partner, Williams Partners L.P. is consolidated within our Midstream segment. For 2009 distribution periods, we have agreed to waive our general partner incentive distribution rights, which we estimate would total $29million based on current distribution levels. We have also agreed to provide a credit of up to $10million to Williams Partners L.P. if general and administrative expenses exceed specified levels. This will decrease our total allocation of income from Williams Partners L.P., resulting in decreased net income attributable to The Williams Companies, Inc. and increased net income attributable to noncontrolling interests. We own approximately 47.7percent of Williams Pipeline Partners L.P., including 100percent of the general partner, and incentive distribution rights. Considering the presumption of control of the general partner, Williams Pipeline Partners L.P. is consolidated within our Gas Pipeline segment.

Discontinued Operations

Discontinued Operations
	6 Months Ended Jun. 30, 2009 USD / shares
Discontinued Operations [Abstract]
Discontinued Operations [Text Block]	Note 3. Discontinued Operations Our Venezuela operations include majority ownership in entities that owned and operated the El Furrial and PIGAP II gas compression facilities prior to their expropriation by the Venezuelan government in May2009. We previously operated these assets under long-term agreements for the exclusive benefit of the state-owned oil company, Petrleos de Venezuela S.A. (PDVSA). We and the secured lenders are pursuing rights available to us under our agreements, including contractual and international arbitration. These operations meet the accounting definition of a component of an entity. As a result of the expropriation of the assets and the termination of the associated contracts, we consider these assets to be disposed and thus qualified for reporting as discontinued operations. Considering the expropriation of the assets and the significant controlling rights of the secured lenders, we no longer control these entities and no longer meet the criteria to consolidate them. In conjunction with the deconsolidation of these entities in the second quarter of 2009, we have recorded our retained investment in these entities at zero and recognized a pre-tax gain of $9 million. This carrying value was based on our estimates of probability-weighted discounted cash flows that considered (1)alternate arbitration venues, (2)estimated levels of arbitration awards, (3)the subsequent likelihood and timing of collection, (4)the duration of the arbitration process, (5)a discount rate of 20percent, and (6)the allocation of arbitration proceeds between parties, including the secured lenders. The use of alternate judgments and/or assumptions would have resulted in a different gain on deconsolidation. The carrying value of our retained investment in these entities was significantly impacted by our assumptions and is not representative of our underlying claims against PDVSA or the country of Venezuela. The expropriations in the second quarter of 2009 followed an extended period of nonpayment by PDVSA and default notices that we provided in accordance with our agreements. The collection of receivables from PDVSA was historically slower and required more effort than with other customers due to PDVSAs policies and the political environment in Venezuela. In our year-end 2008 analysis, we expected PDVSA to resume regular payments following a February15, 2009, referendum vote in Venezuela; however, that did not happen. PDVSAs continued nonperformance across the industry, their financial distress, and lack of communications with us caused us to revise our assessment in the first quarter of 2009. As a result of this and our first-quarter assessment of the low likelihood of PDVSA curing the defaults, we fully reserved $48million of accounts receivable from PDVSA in the first quarter of 2009. In addition, we ceased revenue recognition of these operations in the first quarter of 2009 as we no longer believed that the collectibility of revenues was reasonably assured. This indicator of impairment required us to review our Venezuela property, plant and equipment for recoverability, which resulted in recording a $211million impairment charge

Asset Sales, Impairments and Ot

Asset Sales, Impairments and Other Accruals
	6 Months Ended Jun. 30, 2009 USD / shares
Asset Sales, Impairments and Other Accruals [Abstract]
Asset Sales, Impairments and Other Accruals [Text Block]	Note 4. Asset Sales, Impairments and Other Accruals The following table presents significant gains or losses reflected in other (income) expense net within segment costs and expenses : Three months ended Six months ended June 30, June 30, 2009 2008 2009 2008 (Millions) (Millions) Exploration Production Gain on sale of contractual right to an international production payment $ $ (30 ) $ $ (148 ) Penalties from early release of drilling rigs (2 ) 32 Additional Items In first-quarter 2009, Midstream recorded an impairment charge related to an other-than-temporary loss in value of $75million associated with its Venezuelan equity investment in Accroven SRL (Accroven), which is reflected in loss from investments within investing income (loss) . Accroven owns and operates gas processing facilities and an NGL fractionation plant for the exclusive benefit of PDVSA. The deteriorating circumstances in the first quarter of 2009 for our Venezuelan operations (see Note 3) caused us to review our investment in Accroven. We utilized a probability-weighted discounted cash flow analysis, which included an after-tax discount rate of 20percent to reflect the risk associated with operating in Venezuela. (See Note 10.) Accroven was not part of the operations that were expropriated by the Venezuelan government in May2009. Subsequent to June 30, 2009, we have been engaged in discussions regarding the eventual disposition of Accroven. In addition, Exploration Production recorded an $11million impairment related to a cost-based investment in first-quarter 2009, which is included within investing income (loss) . Exploration Production has a four percent interest in a Venezuelan corporation which owns and operates oil and gas activities. This investment resulted from our previous 10percent direct working interest in a concession that was converted to a reduced interest in a mixed company at the direction of the Venezuelan government in 2006. Considering our evaluation of the deteriorating financial condition of this corporation, we have recorded an other-than-temporary decline in value of our remaining investment balance. In second-quarter 2009, Exploration Production recognized $11million of income related to the recovery of certain royalty overpayments from prior periods, which is reflected within revenues .

Provision

Provision (Benefit) for Income Taxes
	6 Months Ended Jun. 30, 2009 USD / shares
Provision (Benefit) for Income Taxes [Abstract]
Provision (Benefit) for Income Taxes [Text Block]	Note 5. Provision for Income Taxes The provision for income taxes includes: Three months ended Six months ended June 30, June 30, 2009 2008 2009 2008 (Millions) (Millions) Current: Federal $ 44 $ 159 $ 56 $ 267 State 5 28 7 45 Foreign 10 5 14 12 59 192 77 324 Deferred: Federal 23 61 57 163 State 3 2 7 18 Foreign (5 ) 2 (5 ) 3 21 65 59 184 Total provision $ 80 $ 257 $ 136 $ 508 The effective income tax rate on the total provision for the three months ended June30, 2009, and the three and six months ended June30, 2008, is approximately equal to the federal statutory rate due primarily to offsetting impacts of state income taxes reduced by nontaxable noncontrolling interests. The effective income tax rate on the total provision for the six months ended June30, 2009, is greater than the federal statutory rate due primarily to the effect of state income taxes and the limitation of tax benefits associated with impairments of certain Venezuelan investments (see Note 4), partially offset by nontaxable noncontrolling interests. During the next twelve months, we do not expect ultimate resolution of any unrecognized tax benefit associated with a domestic or international matter will have a material impact on our financial position. However, certain matters we have contested to the Internal Revenue Service Appeals Division could be resolved and result in a reduction to our unrecognized tax benefit.

Earnings

Earnings (Loss) Per Common Share from Continuing Operations
	6 Months Ended Jun. 30, 2009 USD / shares
Earnings (Loss) Per Common Share from Continuing Operations [Abstract]
Earnings Per Common Share from Continuing Operations [Text Block]	Note 6. Earnings Per Common Share from Continuing Operations Basic and diluted earnings per common share are computed as follows: Three months ended June 30, Six months ended June 30, 2009 2008 2009 2008 (Dollars in millions, except per share amounts; shares in thousands) Income from continuing operations attributable to The Williams Companies, Inc. available to common stockholders for basic and diluted earnings per common share (1) $ 123 $ 412 $ 125 $ 823 Basic weighted-average shares 580,726 583,400 580,114 584,459 Effect of dilutive securities: Nonvested restricted stock units 1,773 1,242 1,589 1,354 Stock options 1,884 4,227 1,674 4,273 Convertible debentures 4,397 7,318 4,622 7,318 Diluted weighted-average shares 588,780 596,187 587,999 597,404 Earnings per common share from continuing operations: Basic $ .21 $ .71 $ .22 $ 1.41 Diluted $ .21 $ .69 $ .21 $ 1.38 (1) The six-month period ended June30, 2009 and the three- and six-month periods ended June30, 2008, each include $1million of interest expense, net of tax, associated with our convertible debentures. This amount has been added back to income from continuing operations attributable to The Williams Companies, Inc. available to common stockholders to calculate diluted earnings per common share.

Employee Benefit Plans

Employee Benefit Plans
	6 Months Ended Jun. 30, 2009 USD / shares
Employee Benefit Plans [Abstract]
Employee Benefit Plans [Text Block]	Note 7. Employee Benefit Plans Net periodic benefit expense is as follows: Pension Benefits Three months Six months ended June 30, ended June 30, 2009 2008 2009 2008 (Millions) Components of net periodic pension expense: Service cost $ 9 $ 6 $ 16 $ 11 Interest cost 16 16 31 30 Expected return on plan assets (16 ) (19 ) (30 ) (39 ) Amortization of prior service cost 1 1 Amortization of net actuarial loss 10 5 21 7 Net periodic pension expense $ 20 $ 8 $ 39 $ 9 Other Postretirement Benefits Three months Six months ended June 30, ended June 30, 2009 2008 2009 2008 (Millions) Components of net periodic other postretirement benefit expense: Service cost $ 1 $ $ 1 $ 1 Interest cost 4 5 8 9 Expected return on plan assets (2 ) (3 ) (4 ) (6 ) Amortization of prior service credit (3 ) (5 ) Amortization of net actuarial loss 1 Amortization of regulatory asset 1 1 2 2 Net periodic other postretirement benefit expense $ 1 $ 3 $ 3 $ 6 During the six months ended June30, 2009, we contributed $61million to our pension plans and $7million to our other postretirement benefit plans. We do not presently anticipate making any additional contributions to our pension plans in the remainder of 2009. We presently anticipate making additional contributions of approximately $9million to our other postretirement benefit plans in 2009 for a total of approximately $16million.

Inventories

Inventories
	6 Months Ended Jun. 30, 2009 USD / shares
Inventories [Abstract]
Inventories [Text Block]	Note 8. Inventories Inventories are as follows: June 30, December 31, 2009 2008 (Millions) Natural gas liquids $ 49 $ 56 Natural gas in underground storage 82 97 Materials, supplies and other 118 107 $ 249 $ 260

Debt and Banking Arrangements

Debt and Banking Arrangements
	6 Months Ended Jun. 30, 2009 USD / shares
Debt and Banking Arrangements [Abstract]
Debt and Banking Arrangements [Text Block]	Note 9. Debt and Banking Arrangements Revolving Credit and Letter of Credit Facilities (Credit Facilities) At June30, 2009, no loans are outstanding under our credit facilities. Letters of credit issued under our credit facilities are: Credit Facilities Letters of Credit at Expiration June 30, 2009 (Millions) $700million unsecured credit facilities October 2010 $ 207 $1.5billion unsecured credit facility May 2012 45 $200million Williams Partners L.P. unsecured credit facility December 2012 $ 252 Lehman Commercial Paper Inc., which is committed to fund up to $70million of our $1.5billion revolving credit facility, filed for bankruptcy in October2008. Lehman Brothers Commercial Bank, which has not filed for bankruptcy, is committed to fund up to $12million of Williams Partners L.P.s $200million revolving credit facility. We expect that our ability to borrow under these facilities is reduced by these committed amounts. The committed amounts of other participating banks under these agreements remain in effect and are not impacted by the above. In second-quarter 2009, two of our unsecured revolving credit facilities totaling $500million expired and were not renewed. These facilities were originated primarily in support of our former power business. Issuances On March5, 2009, we issued $600million aggregate principal amount of 8.75percent senior unsecured notes due 2020 to certain institutional investors in a private debt placement. An offer to exchange these notes for substantially identical new notes that are registered under the Securities Act of 1933, as amended, was commenced in July2009 and is expected to be completed in early August2009.

Fair Value Measurements

Fair Value Measurements
	6 Months Ended Jun. 30, 2009 USD / shares
Fair Value Measurements [Abstract]
Fair Value Measurements [Text Block]	Note 10. Fair Value Measurements Fair value is the amount received to sell an asset or the amount paid to transfer a liability in an orderly transaction between market participants (an exit price) at the measurement date. Fair value is a market based measurement considered from the perspective of a market participant. We use market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation. These inputs can be readily observable, market corroborated, or unobservable. We apply both market and income approaches for recurring fair value measurements using the best available information while utilizing valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy prioritizes the inputs used to measure fair value, giving the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). We classify fair value balances based on the observability of those inputs. The three levels of the fair value hierarchy are as follows: Level 1 Quoted prices for identical assets in active markets or liabilities that we have the ability to access. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Our Level 1 primarily consists of financial instruments that are exchange traded. Level 2 Inputs are other than quoted prices in active markets included in Level 1, that are either directly or indirectly observable. These inputs are either directly observable in the marketplace or indirectly observable through corroboration with market data for substantially the full contractual term of the asset or liability being measured. Our Level 2 primarily consists of over-the-counter (OTC)instruments such as forwards and swaps.

Financial Instruments, Derivati

Financial Instruments, Derivatives, Guarantees and Concentration of Credit Risk
	6 Months Ended Jun. 30, 2009 USD / shares
199115 - Disclosure - Financial Instruments, Derivatives, Guarantees and Concentration of Credit Risk
Financial Instruments, Derivatives, Guarantees and Concentration of Credit Risk	Note 11. Financial Instruments, Derivatives, Guarantees and Concentration of Credit Risk Financial Instruments Fair-value methods We use the following methods and assumptions in estimating our fair-value disclosures for financial instruments: Cash and cash equivalents and restricted cash : The carrying amounts reported in the balance sheet approximate fair value due to the short-term maturity of these instruments. ARO Trust Investments: Our Transcontinental Gas Pipeline Company, LLC (Transco) subsidiary deposits a portion of its collected rates, pursuant to its 2008 rate case settlement, into an external trust specifically designated to fund future asset retirement obligations (ARO Trust). The ARO Trust invests in a portfolio of mutual funds that are reported at fair value in other assets and deferred charges in the Consolidated Balance Sheet and are classified as available-for-sale. However, both realized and unrealized gains and losses are ultimately recorded as regulatory assets or liabilities. Long-term debt : The fair value of our publicly traded long-term debt is determined using indicative period-end traded bond market prices. Private debt is valued based on market rates and the prices of similar securities with similar terms and credit ratings. At June30, 2009 and December31, 2008, approximately 97percent of our long-term debt was publicly traded. Guarantees : The guarantees represented in the following table consist primarily of guarantees we have provided in the event of nonpayment by our previously owned communications subsidiary, Williams Communications Group (WilTel), on certain lease performance obligations. To estimate the fair value of the guarantees, the estimated default rate is determined by obtaining the average cumulative issuer-weighted corporate default rate for each guarantee based on the credit rating of WilTels current owner and the term of the underlying obligation. The default rates are published by Moodys Investors Service. Other : Includes notes and other noncurrent receivables, margin deposits, customer margin deposits payable, cost-based investments and auction rate securities. Energy derivatives : Energy derivatives include futures, forwards, swaps, and options. These are carried at fair value on the Consolidated Balance Sheet. See Note 10 for discussion of valuation of our energy derivatives. Carrying amounts and fair values of our financial instruments June 30, 2009 December 31, 2008 Carrying Carrying Asset (Liability) Amount Fair Value Amount Fair Value (Millions) Cash and cash equivalents $ 1,853 $ 1,853 $ 1,438 $ 1,438 Restricted cash (current and noncurrent) $ 30 $ 30 $ 37 $ 37 ARO Trust Investments $ 22 $ 22 $ 13 $ 13 Long-term debt, including current portion(a) $ (8,274 ) $ (8,162 ) $ (7,697 ) $ (6,140 ) Guarantees $ (37 ) $ (34 ) $ (38 ) $ (32 ) Other $ 5 $ (5 ) (b) $ 4 $ (13 )

Contingent Liabilities

Contingent Liabilities
	6 Months Ended Jun. 30, 2009 USD / shares
Contingent Liabilities [Abstract]
Contigent Liabilities [Text Block]	Note 12. Contingent Liabilities Issues Resulting from California Energy Crisis Our former power business was engaged in power marketing in various geographic areas, including California. Prices charged for power by us and other traders and generators in California and other western states in 2000 and 2001 were challenged in various proceedings, including those before the U.S. Federal Energy Regulatory Commission (FERC). These challenges included refund proceedings, summer 2002 90-day contracts, investigations of alleged market manipulation including withholding, gas indices and other gaming of the market, new long-term power sales to the State of California that were subsequently challenged and civil litigation relating to certain of these issues. We have entered into settlements with the State of California (State Settlement), major California utilities (Utilities Settlement), and others that substantially resolved each of these issues with these parties. As a result of a June2008 U.S. Supreme Court decision, certain contracts that we entered into during 2000 and 2001 may be subject to partial refunds depending on the results of further proceedings at the FERC. These contracts, under which we sold electricity, totaled approximately $89million in revenue. While we are not a party to the cases involved in the U.S. Supreme Court decision, the buyer of electricity from us is a party to the cases and claims that we must refund to the buyer any loss it suffers due to the FERCs reconsideration of the contract terms at issue in the decision. The FERC has directed the parties to provide additional information on certain issues remanded by the U.S. Supreme Court, but delayed the submission of this information to permit the parties to explore possible settlements of the contractual disputes. The parties to the remanded proceeding have engaged the FERCs Dispute Resolution Service to assist with settlement discussions. Certain other issues also remain open at the FERC and for other nonsettling parties. Refund proceedings Although we entered into the State Settlement and Utilities Settlement, which resolved the refund issues among the settling parties, we continue to have potential refund exposure to nonsettling parties, such as the counterparty to the contracts described above and various California end users that did not participate in the Utilities Settlement. As a part of the Utilities Settlement, we funded escrow accounts that we anticipate will satisfy any ultimate refund determinations in favor of the nonsettling parties including interest on refund amounts that we might owe to settling and nonsettling parties. We are also owed interest from counterparties in the California market during the refund period for which we have recorded a receivable totaling $24 million at June30, 2009. Collection of the interest and the payment of interest on refund amounts from the escrow accounts is subject to the conclusion of this proceeding. Therefore, we continue to participate in the FERC refund case and related proceedings. Challenges to virtually every aspect of the refund proceedings, including the refund period, continue to be

Segment Disclosures

Segment Disclosures
	6 Months Ended Jun. 30, 2009 USD / shares
Segment Disclosures [Abstract]
Segment Disclosures [Text Block]	Note 13. Segment Disclosures Our reportable segments are strategic business units that offer different products and services. The segments are managed separately because each segment requires different technology, marketing strategies and industry knowledge. Our master limited partnerships, Williams Partners L.P. and Williams Pipeline Partners L.P., are consolidated within our Midstream and Gas Pipeline segments, respectively. (See Note 2.) Other primarily consists of corporate operations. Performance Measurement We currently evaluate performance based upon segment profit (loss) from operations, which includes segment revenues from external and internal customers, segment costs and expenses , equity earnings (losses) and income (loss)from investments . Intersegment sales are generally accounted for at current market prices as if the sales were to unaffiliated third parties. External revenues of our Exploration Production segment are presented net of transportation expenses and royalties due third parties on intersegment sales. In some periods, transportation expenses and royalties due third parties on intersegment sales may exceed other external revenues. The following table reflects the reconciliation of segment revenues and segment profit (loss) to revenues and operating income (loss) as reported in the Consolidated Statement of Operations. Exploration Gas Gas Marketing Production Pipeline Midstream Services Other Eliminations Total (Millions) Three months ended June30, 2009 Segment revenues: External $ 198 $ 413 $ 790 $ 505 $ 3 $ $ 1,909 Internal 332 8 15 93 4 (452 ) Total revenues $ 530 $ 421 $ 805 $ 598 $ 7 $ (452 ) $ 1,909 Segment profit (loss) $ 119 $ 162 $ 137 $ (6 ) $ 3 $ $ 415 Less equity earnings 4 15 7 26 Segment operating income (loss) $ 115 $ 147 $ 130 $ (6 ) $ 3 $ 389 General corporate expenses (38 ) Total operating income $ 351 Three months ended June30, 2008 Segment revenues: External $ (109 )

Recent Accounting Standards

Recent Accounting Standards
	6 Months Ended Jun. 30, 2009 USD / shares
Recent Accounting Standards [Abstract]
Recent Accounting Standards [Text Block]	Note 14. Recent Accounting Standards In December2008, the Financial Accounting Standards Board (FASB)issued FASB Staff Position No.FAS 132 (R)-1, Employers Disclosures about Postretirement Benefit Plan Assets (FSP FAS 132 (R)-1). This FASB Staff Position (FSP)amends FASB Statement No.132 (revised 2003), Employers Disclosures about Pensions and Other Postretirement Benefits (SFAS No.132 (R)), to provide guidance on an employers disclosures about plan assets of a defined benefit pension or other postretirement plan. FSP FAS 132 (R)-1 applies to an employer that is subject to the disclosure requirements of SFAS No.132(R). An employer is required to disclose information about how investment allocation decisions are made, including factors that are pertinent to an understanding of investment policies and strategies. An employer should disclose separately for pension plans and other postretirement benefit plans the fair value of each major category of plan assets as of each annual reporting date for which a statement of financial position is presented. Asset categories should be based on the nature and risks of assets in an employers plan(s). An employer is required to disclose information that enables users of financial statements to assess the inputs and valuation techniques used to develop fair value measurements of plan assets at the annual reporting date. For fair value measurements using significant unobservable inputs (Level 3), an employer should disclose the effect of the measurements on changes in plan assets for the period. An employer should provide users of financial statements with an understanding of significant concentrations of risk in plan assets. The disclosures about plan assets required by FSP FAS 132 (R)-1 are to be provided for fiscal years ending after December15, 2009. Upon initial application, the provisions of FSP FAS 132 (R)-1 are not required for earlier periods that are otherwise presented for comparative purposes. Earlier application of the provisions of FSP FAS 132 (R)-1 is permitted. We will assess the application of this FSP on our disclosures in our Consolidated Financial Statements. In June2009, the FASB issued SFAS No.167, Amendments to FASB Interpretation No.46(R) (SFAS No.167). This Statement amends Interpretation 46(R) to require an entity to perform a qualitative analysis to determine whether the entitys variable interest or interests give it a controlling financial interest in a variable interest entity (VIE). This analysis identifies the primary beneficiary of a VIE as the entity that has both the power to direct the activities that most significantly impact the VIEs economic performance and the obligation to absorb losses or the right to receive benefits of the VIE. SFAS No.167 amends Interpretation 46(R) to replace the quantitative-based risks and rewards approach previously required for determining the primary beneficiary of a VIE. SFAS No.167 is effective as of the beginning of an entitys first annual reporting period that begins after November15, 2009 and for interim periods within that first annual reporting period. Earlier application is prohibited. We will assess the application of thi

Document Information

Document Information
	6 Months Ended Jun. 30, 2009 USD / shares
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	true
Amendment Description	N/A
Document Period End Date	2009-06-30

Entity Information

Entity Information (USD $)
	6 Months Ended Jun. 30, 2009	Jul. 31, 2009
Entity Information [Line Items]
Entity Registrant Name	The Williams Companies, Inc.
Entity Central Index Key	0000107263
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Public Float	$23,344,993,927
Entity Listings [Line Items]
Entity Common Stock, Shares Outstanding		582,966,333