Exhibit 24.1

POWER OF ATTORNEY

Each of the undersigned, being a director and/or officer of THE WILLIAMS
COMPANIES, INC., a Delaware corporation ("Williams"), hereby constitutes and
appoints JAMES J. BENDER, BRIAN K. SHORE, TAMI L. CARSON, AND RICHARD M. CARSON
and each of them, his or her true and lawful attorney-in-fact and agent, with
full power of substitution and resubstitution, for him or her and in his or her
name, place and stead in any and all capacities, to sign one or more
registration statements on Form S-4 or other applicable form in connection with
the registration under the Securities Act of 1933, as amended (the "Securities
Act"), of shares of Williams' common stock, $1.00 par value per share, upon the
conversion of up to Three Hundred Million Dollars ($300,000,000) of 5.50% Junior
Subordinated Convertible Debentures due 2033, any and all amendments (including
post-effective amendments) to such registration statement, and any registration
statement related to the offering contemplated by such registration statement
that is to be effective upon filing pursuant to Rule 462(b) under the Securities
Act and to file the same, with all exhibits thereto and all other documents in
connection therewith, with the Securities and Exchange Commission, granting unto
said attorneys-in-fact and agents, and each of them, full power and authority to
do and perform each and every act and thing requisite and necessary to be done
to the end that such registration statement or registration statements shall
comply with the Securities Act and the applicable rules and regulations adopted
or issued pursuant thereto, as fully and to all intents and purposes as he or
she might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, or any of them or their substitute or
resubstitute, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, the undersigned have executed this instrument, all as
of the 16th day of November, 2005.

SIGNATURE TITLE DATE
--------- ----- ----

President, Chief Executive Officer and November 16, 2005
Chairman of the Board of Directors
/s/ Steven J. Malcolm (Principal Executive Officer)
- ------------------------------------
STEVEN J. MALCOLM

Senior Vice President and Chief Financial November 16, 2005
/s/ Donald R. Chappel Officer (Principal Financial Officer)
- ------------------------------------
DONALD R. CHAPPEL

November 16, 2005
/s/ Ted T. Timmermans Controller (Principal Accounting Officer)
- ------------------------------------
TED T. TIMMERMANS

November 16, 2005
/s/ Irl Engelhardt Director
- ------------------------------------
IRL ENGELHARDT

November 16, 2005
/s/ William R. Granberry Director
- ------------------------------------
WILLIAM R. GRANBERRY

November 16, 2005
/s/ William E. Green Director
- ------------------------------------
WILLIAM E. GREEN

November 16, 2005
/s/ Juanita H. Hinshaw Director
- ------------------------------------
JUANITA H. HINSHAW

November 16, 2005
/s/ W.R. Howell Director
- ------------------------------------
W.R. HOWELL

November 16, 2005
/s/ Charles M. Lillis Director
- ------------------------------------
CHARLES M. LILLIS

November 16, 2005
/s/ George A. Lorch Director
- ------------------------------------
GEORGE A. LORCH

November 16, 2005
/s/ William G. Lowrie Director
- ------------------------------------
WILLIAM G. LOWRIE

November 16, 2005
/s/ Frank T. MacInnis Director
- ------------------------------------
FRANK T. MACINNIS

November 16, 2005
/s/ Janice D. Stoney Director
- ------------------------------------
JANICE D. STONEY

November 16, 2005
/s/ Joseph H. Williams Director
- ------------------------------------
JOSEPH H. WILLIAMS

ATTEST:

/s/ Brian K. Shore
- ---------------------------------------
Brian K. Shore
Secretary