1
 
                                                                    EXHIBIT 23.1
 
                        CONSENT OF INDEPENDENT AUDITORS
 
     We consent to the reference to our firm under the caption "Experts" in the
Registration Statement (Form S-4) and to the incorporation by reference therein
of our report dated February 10, 1994, with respect to the consolidated
financial statements and schedules of The Williams Companies, Inc. included in
its Annual Report (Form 10-K) for the year ended December 31, 1993, filed with
the Securities and Exchange Commission.
 
                                          /s/ ERNST & YOUNG LLP
                                          --------------------------------------
                                          Ernst & Young LLP
 
Tulsa, Oklahoma
February 8, 1995