THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Williams Companies, Inc. (The) (WMB)

4/13/2006 Proxy Information

No related party transactions or special transactions reported for this company. Director relationships marked "Outside Related" at this firm will most often be former executives of the company. Additional information regarding these relationships will be added during our regular updates.

4/11/2005 Proxy Information

Joseph H. Williams was Chairman of The Williams Companies, Inc. prior to his retirement in 1994 and was an executive of Williams for more than five years.

Robert W. Shower served for 10 years as Chief Financial Officer for the Williams Companies.

4/12/2004 Proxy Information

Joseph H. Williams was Chairman of The Williams Companies, Inc. prior to his retirement in 1994 and was an executive of Williams for more than five years.

4/7/2003 Proxy Information

On August 7, 2002, Williams entered into a consulting agreement with William G. von Glahn, then Senior Vice President and General Counsel, whereby Mr. von Glahn agreed to provide consulting services to Williams from January 2, 2003, the beginning date of his separation from Williams, through December 31, 2005. Pursuant to the terms of the consulting agreement, Mr. von Glahn is not required to provide more than 120 hours of services in any calendar month. Mr. von Glahn was paid $250,000 upon execution of the consulting agreement and is paid $350 per hour for consulting services plus reimbursement for reasonable travel, lodging and other appropriate expenses incurred in the course or on account of rendering consulting services.

On December 31, 2002, Williams entered into a consulting agreement with Jack D. McCarthy, then Senior Vice President and Chief Financial Officer, whereby Mr. McCarthy agreed to provide consulting services to Williams from January 1, 2003, the beginning date of his separation from Williams, through August 31, 2004. Pursuant to the terms of the consulting agreement, Mr. McCarthy is not required to provide more than 120 hours of services in any calendar month. Mr. McCarthy was paid $150,000 upon execution of the consulting agreement and is paid $350 per hour for consulting services plus reimbursement for reasonable travel, lodging and other appropriate expenses incurred in the course or on account of rendering consulting services. Mr. McCarthy is to be paid for a minimum of 50 hours of consulting services each month until Williams has paid Mr. McCarthy for a minimum of 1,000 hours. Thereafter, there is no monthly minimum payment.

In December 2000, Williams loaned Jack D. McCarthy, Former Senior Vice President and Chief Financial Officer of Williams, $275,199 at 5.87 percent interest for a five-year term. The amount outstanding as of February 28, 2003 was $277,810 and the largest amount that was due in 2002 was $291,353.

The spouse of one of the executive officers of Williams is employed by a firm that Williams utilizes for advertising services. The Williams officer does not participate in any decisions regarding the use of the advertising firm.

Mr. Thomas H. Cruikshank, a director of Williams, is also a member of the board of directors of Lehman Brothers Holdings, Inc. ("Lehman"). In third-quarter 2002, Williams Production Company ("RMT"), a wholly owned subsidiary of Williams entered into a $900 million short-term Credit Agreement dated July 31, 2002, with certain lenders, including a subsidiary of Lehman. Interest accrued for 2002 related to the RMT note was $154.1 million of interest expense, including amortization of deferred set-up fees. As of December 31, 2002, the amount payable related to the RMT note and related interest was approximately $1 billion. In addition, Williams paid $39.6 million and $27 million to Lehman in 2002 and 2001, respectively, primarily for underwriting fees related to debt and equity issuances as well as strategic advisory and restructuring success fees.

Mr. W. R. Howell, a director of Williams, is also a member of the board of directors of American Electric Power Company, Inc. ("AEP"). Williams' Energy Marking & Trading segment engaged in forward and physical power and gas trading activities with AEP. Net revenues from AEP were $133.9 million in 2002. At December 31, 2002, amounts due from and due to AEP were $96.4 million and $331.3 million, respectively.

Mr. W. R. Howell is also a member of the board of directors of Exxon Mobil Corporation ("Exxon Mobil"). Transactions with Exxon Mobil result primarily from the purchase and sale of crude oil, refined products and natural gas liquids in support of crude oil, refined products and natural gas liquids trading activities and strategies as well as revenues generated from gathering and processing activities. Aggregate revenues, including those reported on a net basis, from this customer were $217.6 million, $38.9 million and $10.2 million in 2002, 2001 and 2000, respectively, while aggregate purchases from this customer were $15.6 million, $6.4 million and $69.9 million in 2002, 2001 and 2000, respectively. Amounts due from Exxon Mobil were $22.1 million and $8.3 million as of December 31, 2002 and 2001, respectively. Amounts due to Exxon Mobil were $66.9 million and $140.3 million as of December 31, 2002 and 2001, respectively.