EXHIBIT 5.2

                          [Gable & Gotwals Letterhead]




January 28, 2003




ONEOK, Inc.
100 W. 5th St.
Tulsa, OK  74103-4298

Re:  ONEOK 8.5% Equity Units Offering

Ladies and Gentlemen:

     This opinion is furnished to you in connection with the Registration
Statement on Form S-3 (file No. 333-102105) (the "Registration Statement") and
the Prospectus Supplement, dated January 23, 2003 (the "Prospectus Supplement"),
of ONEOK, Inc., an Oklahoma corporation (the "Company"), filed with the
Securities and Exchange Commission (the "Commission"), relating to the issuance
and sale by the Company of 14,000,000 of the Company's 8.50% Equity Units (the
"Units"), initially consisting of 14,000,000 aggregate units ("Corporate Units")
with a stated amount per Corporate Unit of $25.00, with up to an additional
2,100,000 Corporate Units issuable on the same terms upon the exercise of the
underwriters' over-allotment option described in the Prospectus Supplement.
Each Corporate Unit consists of (i) a stock purchase contract (each, a "Purchase
Contract" and, collectively, the "Purchase Contracts") for the purchase of
shares of the Company's common stock, $0.01 par value per share (together with
each preferred stock purchase right relating thereto, the "Common Stock"), and
(ii) initially, a senior note due February 16, 2008 ("Senior Note") of the
Company issued under the Indenture dated December 28, 2001, between the Company
and SunTrust Bank, as trustee (the "Trustee"), as supplemented by the First
Supplemental Indenture, dated as of January 28, 2003 between the Company and the
Trustee (as supplemented, the "Indenture"). The Corporate Units were issued
pursuant to the Purchase Contract Agreement dated January 28, 2003, (the
"Purchase Agreement") between the Company and SunTrust Bank as purchase contract
agent, attorney-in-fact and trustee (in such capacity, the "Purchase Contract
Agent"). We refer herein to the Corporate Units, the Indenture and the Purchase
Agreement collectively as the "Transaction Documents."

     In so acting, we have examined and relied upon the originals or certified,
conformed or reproduction copies of such agreements, instruments, documents,
records and certificates of the Company, such certificates of public officials
and such other documents, and have made such investigations of law, as we have
deemed necessary or appropriate for the purposes of the opinions expressed
below. In all such examinations, we have assumed without independent
investigation or inquiry the legal capacity of all natural persons executing
documents, the genuineness of all signatures on original or certified copies,
the authenticity of all original or certified copies and the conformity to
original or certified documents of all copies submitted to us as conformed or
reproduction copies. We have relied as to factual matters upon, and have



ONEOK, Inc.
January 28, 2003
Page 2




assumed the accuracy of, the statements made in the certificates of officers of
the Company delivered to us and certificates and other statements or information
of or from public officials and officers and representatives of the Company.

     In rendering the opinions expressed below, we have assumed without
independent investigation or inquiry that (a) each of the parties to the
Transaction Documents (other than the Company) has the power and authority to
execute and deliver, and to perform its obligations under, each of the
Transaction Documents to which it is a party, (b) each of the Transaction
Documents has been duly authorized, executed and delivered by each of the
parties thereto (other than the Company) and is the valid and binding obligation
of such party enforceable against such party in accordance with its terms,
(c) the Corporate Units have been duly authenticated by the Purchase Contract
Agent in the manner provided in the Purchase Agreement and (d) the Senior Notes
have been duly authenticated by the Trustee in the manner provided in the
Indenture.

     Based on the foregoing, and subject to the limitations, qualifications and
assumptions set forth herein, we are of the opinion that:

          1. The Corporate Units, the Purchase Contracts and the Senior Notes
     have been validly issued.

          2. The Shares of Common Stock issuable pursuant to the Purchase
     Contracts have been duly authorized and, when issued, delivered and paid
     for in accordance with the provisions of the Purchase Agreement, will be
     validly issued, fully paid and non-assessable.

     In rendering the foregoing opinions, our examination of matters of law has
been limited to the laws of the state of Oklahoma and the federal laws of the
United States of America as in effect on the date hereof.

     We hereby consent to the filing of this opinion as an exhibit to the
Company's Form 8-K dated January 28, 2003 and to the reference to us under the
caption "Legal Matters" in the Prospectus Supplement. In giving such consent, we
do not thereby admit that we are within the category of persons whose consent is
required under Section 7 of the Securities Act or the rules and regulations of
the Commission thereunder.

                                                     Very truly yours,




                                                     /s/ Gable & Gotwals

SWL:jh