As filed with the Securities and Exchange Commission on June 6, 2003
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g)
OF THE SECURITIES EXCHANGE ACT OF 1934
THE WILLIAMS COMPANIES, INC.
(Exact name of registrant as specified in its charter)
Delaware 73-0569878
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
One Williams Center
Tulsa, Oklahoma 74172
(Address of Principal Executive Offices) (Zip Code)
If this form relates to the If this form relates to the
registration of a class of securities registration of a class of securities
pursuant to Section 12(b) of the pursuant to Section 12(g) of the
Exchange Act and is effective upon Exchange Act and is effective pursuant
filing pursuant to General to General Instruction A.(d), check the
Instruction A.(c), check the following box. |X|
following box. |_|
Securities Act registration statement
file number to which this form relates: 333-85568
Securities to be registered pursuant to Section 12(b)of the Act:
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
None None
Securities to be registered pursuant to Section 12(g) of the Act:
8.125% Notes due March 15, 2012
8.750% Notes due March 15, 2032
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
A description of the new 8.125% notes due March 15, 2012 and the new 8.750%
notes due March 15, 2032 of The Williams Companies, Inc. (the "Registrant") is
set forth under the heading "Description of the New Securities" in the
prospectus forming part of the Registrant's registration statement on Form S-4
(File No. 333-85568), as amended from time to time (the "Registration
Statement"), originally filed with the Securities and Exchange Commission on
April 5, 2002, and amended on June 24, 2002, April 22, 2003 and May 1, 2003,
which information is incorporated herein by reference. The final prospectus was
filed on May 2, 2003, pursuant to Rule 424(b)(3) under the Securities Act of
1933, as amended, and is deemed to be incorporated herein by reference.
Item 2. Exhibits.
The following exhibits to this registration statement have been filed as
exhibits to the Registration Statement and are hereby incorporated herein by
reference.
No. Description
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1. Restated Certificate of Incorporation, as supplemented (filed as
Exhibit 3.1 to the registration statement on Form S-3 filed April
4, 2002, file number 333-85540).
2. Restated Bylaws (filed as Exhibit 99.1 to Form 8-K filed January
19, 2000).
3. Form of Senior Debt Indenture between the Registrant and JPMorgan
Chase Bank (successor trustee to Bank One Trust Company, N.A.),
as trustee (filed as Exhibit 4.1 to the registration statement on
Form S-3 filed September 8, 1997, file number 333-35099).
4. Seventh Supplemental Indenture, dated March 19, 2002, between the
Registrant and JPMorgan Chase Bank (successor trustee to Bank One
Trust Company, N.A.), as trustee.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, as amended, the Registrant has duly caused this registration statement
to be signed on its behalf by the undersigned, thereto duly authorized.
THE WILLIAMS COMPANIES, INC.
Date: June 6 , 2003 By: /s/ William H. Gault
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Name: William H. Gault
Title: Assistant Secretary
EXHIBIT INDEX
No. Description
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1. Restated Certificate of Incorporation, as supplemented (filed as
Exhibit 3.1 to the registration statement on Form S-3 filed April
4, 2002, file number 333-85540).
2. Restated Bylaws (filed as Exhibit 99.1 to Form 8-K filed January
19, 2000).
3. Form of Senior Debt Indenture between the Registrant and JPMorgan
Chase Bank (successor trustee to Bank One Trust Company, N.A.),
as trustee (filed as Exhibit 4.1 to the registration statement on
Form S-3 filed September 8, 1997, file number 333-35099).
4. Seventh Supplemental Indenture, dated March 19, 2002, between the
Registrant and JPMorgan Chase Bank (successor trustee to Bank One
Trust Company, N.A.), as trustee.