williams november investor meetings · 2019-10-11 · nyse: wmb | williams.com we make energy...

NYSE: WMB | williams.com

WE MAKE ENERGY HAPPEN

Williams November Investor MeetingsSEOUL I TOKYO I SYDNEY I November 26th-29th, 2018Alan Armstrong, President and CEOJohn Chandler, Sr. Vice President and CFOJohn Porter, VP Enterprise FP&A and Investor Relations

WILLIAMS COMPANIES HEADQUARTERSTulsa, Oklahoma

2© 2018 The Williams Companies, Inc. All rights reserved. Williams November Investor Meetings I November 2018

WMBMedian

S&P 500

WMB vs. S&P 500

Approximate Current Dividend Yield(2)

5.4% 2.0% 170.0%

Adjusted EPSCAGR(2)(2017-2019)

18.9% 14.2% 33.1%

Adjusted EBITDA Growth(2)(2018-2019)

9.9% 7.3% 35.6%

Dividend Growth(2)(2018-2019)

12.5% 6.7% 86.6%

(1) Per S&P Capital IQ, Williams’ adjusted EBITDA exceeded or was within 2% of the consensus estimate for EBITDA in each quarter 1Q 2016–3Q 2018.(2) Data and estimates as of November 19, 2018. Median S&P 500 2017-2019 growth rates based on Bloomberg consensus estimates. WMB 2018-2019 growth rates based on midpoint of guidance. (3) Represents peer average EV / NTM EBITDA multiple from January 1, 2013 to current; peers include ENB, EPD, ET, KMI, OKE, TRGP, and TRPNote: This slide contains non-GAAP financial measures. A reconciliation of all non-GAAP financial measures used in this presentation to their nearest GAAP comparable financial measures are included at the back of this presentation.

Williams is a unique large-scale, low-volatility, growing natural gas infrastructure company with strong investor upside

> Volume-driven, natural gas strategy drives low volatility in earnings and cash flow> Advantaged and irreplaceable asset base handling 30% of U.S. low-cost natural gas supplies> Large-scale energy company: ~$54 billion enterprise value with Investment Grade credit

ratings> 2019 gross margin projected to be ~97% fee-based > Met or exceeded Adjusted EBITDA street consensus each of the last 11 quarters(1)

> Exceeded midpoint for 2017 key guidance metrics; 2018 trending toward high end of range> ~$1.25 billion excess cash available after dividends in 2019

STABILITY

> Nation’s largest and fastest growing interstate natural gas pipeline system, Transco, with unrivaled proximity to growing Mid-Atlantic, Southeast and Gulf Coast demand centers

> 15% Northeast G&P gathered volume CAGR expected 2018-2021> 18.9% Adjusted EPS growth CAGR expected 2017-2019 despite $3.2B in asset sales> 10% Adjusted EBITDA growth 2018-2019; expecting 5-7% annual Adjusted EBITDA

growth longer term beyond 2019

GROWTH

> Attractive current dividend yield of 5.4%(2) with strong coverage

> 10.8x EV / 2019 EBITDA multiple(2) below long-term historical average of 12.8x(3)

> Long-term historical 12.8x multiple(3) implies a $34 stock price which aligns with sell-side consensus target price, providing for 34% upside to current price(2)

VALUATION


WILLIAMS HANDLES ~30% OF U.S. NATURAL GAS VOLUMES

Source: Figures represent 100% capacity for operated assets, including those in which Williams has a share of ownership; NGL storage includes capacity owned and under long-term lease. All data as of December 31, 2017 plus the addition of Atlantic Sunrise Transco expansion to the natural gas transportation statistics. DJ Basin acquisition and Four Corners assets sale of 2H 2018 not accounted for in statistics.

Consistent strategy focused on natural gas volume growth

StorageMixed NaturalGas Liquids

FractionationFacilities

Gas Processing Plants(onshore and

Offshore)

Gathering(onshore and

Offshore)

Wellhead(onshore and

Offshore)

TransportationLines / Rail and

Truck

OlefinsPlant

Olefins End Users

Natural Gas TransportationLines / Storage

MultipleProducts

Industrial

Power Transport

Residential/Commercial

Exports

Gas End Users

Other NGL End Users

22.4 Bcf/d18,670 miles

6.9 Bcf/dinlet

383 Mbbl/d 317 Mbbl/d22.4 MMbbl

575 Mbbl/d

21.8 MMdth/d capacity14,530 miles


Connecting the best supplies to thebest markets with advantaged infrastructure

Williams’ U.S. Asset MapNORTHEAST G&P Operating Area

ATLANTIC GULFOperating Area

WEST Operating Area

> Extensive portfolio of reliable assets connecting sources of supply to demand markets

> Stable cash flows and operational efficiencies driving results

> Growth opportunities continue to reinforce long-term stability

> Large-scale asset footprint in place > Significant production growth driven

by infrastructure de-bottlenecking> Capital efficient expansions linked

to existing assets

> Irreplaceable infrastructure with low-risk revenue stream

> Unmatched growth opportunity linked to existing assets

> Unique footprint with access to low-cost supply sources and growing demand centers


Industry leading board of directors focused on capital discipline and long-term growth

Alan ArmstrongInside Director

President and CEO, Williams

Director since 2011

Stephen W. BergstromIndependent Director,

ChairmanFormer President and CEO, general partner American

Midstream Partners GP, LLCDirector since 2016

Nancy K. BueseIndependent DirectorExecutive Vice President

and CFO, Newmont

Mining CorporationDirector since 2018

Stephen I. ChazenIndependent DirectorFormer President and

CEO, Occidental Petroleum Corporation Director since 2016

Charles “Casey” Cogut

Independent DirectorRetired Partner,

Simpson Thacher& Bartlett LLP

Director since 2016

Kathleen B. CooperIndependent Director

President, Cooper Strategies Intl. LLC

Director since 2006

Michael A. CreelIndependent Director

Former CEO, Enterprise Products

Partners LPDirector since 2016

Vicki L. FullerIndependent Director

Former Chief Investment Officer, New York State Common

Retirement FundDirector since 2018

Peter A. RagaussIndependent Director

Former Senior Vice President and CFO,

Baker Hughes Incorporated

Director since 2016

Scott D. SheffieldIndependent DirectorChairman and Former

CEO, Pioneer Natural Resources

CompanyDirector since 2016

Murray D. SmithIndependent Director

President, Murray Smith and Associates; former Minister of Energy for

Alberta, CanadaDirector since 2012

William H. SpenceIndependent DirectorChairman, President and

CEO, PPL Corporation

Director since 2016

Joseph H. WilliamsHonorary Director


Leadership team focused on driving toward sustainable, long-term growth

Leadership & Talent Development

> Organization aligned around our focused strategy

> Focusing resources on regulatory, permitting and government affairs to increase project execution effectiveness

Alan ArmstrongPresident and Chief

Executive Officer

Micheal DunnExecutive Vice President

and Chief Operating Officer

Chad ZamarinSenior Vice President,

Corporate Strategic Development

John ChandlerSenior Vice President and Chief Financial

Officer

T. Lane WilsonSenior Vice President and General Counsel

Debbie CowanSenior Vice President,

Chief Human Resources Officer


> Strong safety reporting and continuous improvement culture

> Robust Pipeline Integrity Management Program

> Performing better than industry benchmark for Total Recordable Injury Rate (TRIR)

> Goal of 15% reduction of process safety incidents; 25% reduction since last year

> Strong commitment to safety and operational discipline by 12 Life Critical Operating Requirements being institutionalized

> Leading damage prevention and public awareness programs

> Diverse and independent board comprised of industry leaders

> Oversight on ESG issues from EHS, Nominating and Governance Committees

> Compensation aligned with business strategies, including safety performance

> Comprehensive Integrated Management System operationalizes EHS management with specific policies, procedures and standards; includes external and internal audits

> Extensive environmental monitoring and measurement including emissions tracking and reporting

> Signatory to INGAA’s Methane Emissions Commitments to minimize methane emissions

> Proud history of voluntary environmental conservation and restoration projects that exceed regulatory requirements

> Committed to increased diversity

> Dedicated to excellence in land use and landowner relationships

> Stakeholder input resulting in more than 400 changes to Atlantic Sunrise’s pipeline route

> $107 million total charitable giving in last decade to more than 8,000 organizations

Strong leadership commitment to sustainable business practices

SAFETY

GOVERNANCE

ENVIRONMENTAL

SOCIAL


2018> International Association for Public Participation’s Core Values Award and

Project of the Year Award for Atlantic Sunrise project> Platts 2018 #1 Midstream Company

2017> Forbes U.S. Best Large Employers ― #22> SGA Environmental Excellence Award for Stewardship

2016> Forbes America’s Best Employers> SGA Environmental Excellence Award for Stewardship> New York Landmarks Conservancy Lucy G. Moses Award

2015> Fortune Magazine #1 Most Admired U.S. Energy Company> Platts 2015 Global Energy Awards — Midstream Leader Award> ENR MidAtlantic Best Project — Energy/Industrial> SGA Environmental Excellence Award

A history of industry recognition


Williams’ regulated gas pipelines located in most densely populated areas of United States, creating premier competitive advantage

Transco

Northwest Pipeline

Gulfstream

LegendPopulation per sq. mile

50 or less

50-100100-200200-300300 or more

Source: Data based off 2012 Census estimates

U.S. Counties Color-coded by Population Density vs. Williams’ Regulated Natural Gas Pipelines


0 100 200

Rockies

Mid-Con + Gulf Coast

Appalachia

Gas-Directed Risked Reserves by Region(Tcf)

Source: Wood Mackenzie NACPAT 4Q 2018

Williams’ Northeast G&P located in basin with largest recoverable gas reserves at the lowest cost

U.S. Key Production Basins vs. Williams’ G&P Assets

LegendWilliams’ Assets

Greater Green River

Powder River

Denver-JulesburgPiceance

Mid-Con + Gulf Coast

AnadarkoPermian

Eagle Ford

Barnett

Haynesville

Arkoma

89%


OCTOBER 2018 $/MMBTU BY FUEL SOURCE

Sources: S&P Global Platts; NYMEXNote: Bar chart denotes MMBTU equivalent of quoted price; data label denotes quoted price

Natural gas provides superior economic and environmental benefits vs. other fuels, driving investment in new demand

$0

$2

$4

$6

$8

$10

$12

$14

$16

Coal NYMEX Henry Hub NaturalGas

Mt. Belvieu Ethane WTI Brent USGC NAPHTHA

$/M

MBt

u

$3.23 MMBTU

42.31CPG

$2.02 MMBTU

$82.70Bbl

$79.82 Bbl

WTI to Henry Hub ratio 3.8X

$72.50Bbl

Ethane FracSpread 21 CPG


NORTH AMERICAN NATURAL GAS DEMAND BY SECTOR (2012–2023)

Sources: Wood Mackenzie 1H ’18; WMB Analytics; *Based off 90% utilization of announced North American ethane export capacity and North American ethylene plant capacity ’18-’22

Robust domestic and global natural gas demand forecasts continue to rise, reaching 120 Bcf/d by 2023

0

15

30

45

60

75

90

105

120

135

2012 2017 2018 2023

Bcf

/d

IndustrialPowerGeneration

Mexico Exports

Transport/Other

Residential/Commercial

LNG Exports

Demand Growth ‘17-’18: 10%

North American demand growth ‘17-’23 increased by 4 Bcf/d from prior forecast

+~1,045 Mbpd

of incremental ethane

represents ~2.9 Bcf/d of natural gas*


0%

5%

10%

15%

20%

25%

30%

35%

40%

45%

$0

$2

$4

$6

$8

$10

$12

$14

$16

$18 Cumulative G

lobal Dem

and Grow

th Since ‘11O

il &

Gas

Pric

e in

MM

Btu

Cumulative Global Demand for Nat Gas Cumulative Global Demand for Oil Henry Hub Forward Curve WTI Forward Curve

Sources: S&P Global Platts Analytics for global demand outlook; U.S. Energy Information Administration for price history; NYMEX for forward curves as of 11-7-18

Natural gas will continue to win global market share

Forecast

NATURAL GAS VS. OIL DEMAND GROWTH (2011 TO 2027); HENRY HUB AND WTI PRICES (MMBTU)


0

500

1,000

1,500

2,000

2,500

3,000

0

500

1,000

1,500

2,000

2,500

3,000

3,500

4,000

4,500

Tota

l Em

issi

on (M

MtC

O2)

Ele

ctric

Pow

er (b

illion

KW

h)

Coal Natural Gas Renewables Nuclear Petroleum Total Emissions (MMT CO2)

U.S. ELECTRIC POWER GENERATION AND EMISSIONS 2007-2017

Note: Renewables = hydroelectric, wind, & solar power generation; Source: U.S. Energy Information Administration

U.S. natural gas market share increases over time for Power sector, while coal use declines; Contributes to a decline of CO2 emissions

Coal and petroleum power generation

decreased by 40%, while natural gas power generation increased by 42%

CO2emissions decline by

28%


Source: U.S. Energy Information Administration

Natural gas continues to be the preferred fuel type for new power generation projects in the United States, followed by renewables

0 5,000 10,000 15,000 20,000

Other

Coal

Nuclear

Solar

Wind

Natural Gas

Nameplate Capacity (MW)

Power Generation Projects Under Construction by Fuel Type Fuel Type of Choice

> Carbon intensity from the U.S. power sector fell by 14% since 2005 as natural gas displaced other fossil fuels in power generation

> Natural-gas fired power generation accounts for over 50% of current power projects under construction

Partnering with Renewables

> As states make strides toward renewable power, it is vital for natural gas-fired generation to follow as a backup fuel to ensure grid reliability

> Natural gas pipeline capacity is increasingly valuable as more capacity will be needed to support the intermittent nature of renewable power

Dark blue represents expected utilization

Full bar represents nameplate capacity


Note: Chart excludes Eastern Canada, Alaska, West Coast, Barnett, Gulf Coast conventional & GOM production that amounts to a decline of 2.4 Bcf/d through 2022; CV=Cotton Valley Source: Wood Mackenzie 1H ‘18

Supply from advantaged basins must grow to meet forecasted demand

0

5

10

15

20

25

30

35

40

45

Northeast Permian Mid-con WesternCanada

Eagle Ford Haynesville+ CV

Rockies San Juan

Gas DirectedOil-Directed

Bcf/d

+14.8 Bcf/d or 61%

+5.3 Bcf/dor 76% -0.1 Bcf/d

or -1%

+1.9 Bcf/dor 33%

+2.0 Bcf/dor 46%

+3.0 Bcf/d or 35%

+2.3 Bcf/dor 15%

NATURAL GAS FORECASTED PRODUCTION BY REGION & WELL TYPE (2017–2022)

-0.5 Bcf/dor -30%

70% of N.A. Gas growth comes from

gas-directeddrilling


Res/Com Industrial Power

Transport/Other LNG Exports Net Mexican Exports

NORTH AMERICAN NATURAL GAS CUMULATIVE PRODUCTIONGROWTH 2017-2022 (IN BCF/D)

NORTH AMERICAN NATURAL GAS CUMULATIVE DEMANDGROWTH 2017-2022 (IN BCF/D)

Source: Wood Mackenzie 1H ‘18

Forecasted Northeast production growth alone could fuel domestic natural gas demand growth through 2022

0

5

10

15

20

25

30

Northeast Permian All Other

Northeast is 60% of all North American gas production growth through 2022

Exports

Domestic Demand


2nd wave of U.S. LNG export projects expected to drive an additional +5 Bcf/d of growth through 2027

LNG exportvolumes to grow by+11 Bcf/d along

Transco statesthrough 2027

0

2,000

4,000

6,000

8,000

10,000

12,000

14,000

16,000

18,000

Sabine Pass Cove Point Corpus ChristiCameron Elba Island Freeport2nd Wave Gulf Coast Golden Pass WoodfibreLNG Canada Prior 1H '17 Forecast

Forecasted Monthly LNG Export Volumes

In MMcf/d


Williams’ Asset Map + Third-party Liquefaction Plants


4.3

2.7

2.01.7

1.41.3

1.11.0

1.00.8

0.76.1

39414345474951535557596163

Bcf

/d

TOP DRIVERS OF GLOBAL LNG DEMAND BY COUNTRY ‘17- ‘27

Source: Wood Mackenzie LNG Tool 3Q ‘18

Global LNG demand grows by 24 Bcf/d through 2027, driven by Asia and Europe

Asia Europe Other

Global Market

Reaching 63 Bcf/d

+24 Bcf/d

Factors Driving GrowthChina & India• Developing economies pursuing clean

energy for growth & fuel diversity Northwest Europe• LNG balances the market with flexible,

dependable supply• Upside potential from weather events &

other price sensitive demand responsesSoutheast Asia• Need for supplemental supplies to replace

maturing and declining indigenous resources• Stronger growth prospects linked with better

than anticipated economic developmentsSoutheast Europe• LNG complements domestic & pipeline

supply Japan, South Korea & Taiwan• While solely dependent on LNG, legacy

importers expected to have flat to declining demand due to relatively mature energy demand market


Sources: 1Wood Mackenzie LNG Tool 3Q ‘18 and 1H ‘18 LT; 2Columbia SIPA Center on Global Energy Policy https://energypolicy.columbia.edu/

Chinese LNG demand surpassed industry expectations in 2017; Growth outlook remains strong for 2018 and beyond

0

1

2

3

4

5

6

7

8

9

10

2016 2017 2018 2019 2020

Bcf/d

China LNG Imports North America LNG Exports

2Factors Driving LNG Demand Growth in China• Ambitious goals to improve air quality including

almost doubling the share of gas in China’s energy mix to 10% by 2020

• Coal-to-gas switching to fight greenhouse gas emissions as natural gas emits nearly 60% less CO2 per kWh than coal in power generation

• Progress in liberalizing natural gas to allow non-government parties to receive access to pipelines and LNG terminals

• Short-term gas shortages due to peaked demand, lack of storage capacity and overstretched LNG infrastructure with a 2017 average utilization rate of 105%

• Declines in piped gas supply from central Asia and insufficient domestic gas production; unable to meet demand growth

1Chinese LNG Demand vs. N.A. LNG Export Forecast2016-2020


Williams best positioned to capitalize on significant opportunities to connect low-cost supplies to premier demand markets

+5.3 +3.2

Gulf CoastDemand

Mexican Exports

Permian Production

+2.1

+14.8

+2.2

+3.5

Northeast Demand

Southeast Demand

NortheastProduction

GC LNGExports

+6.9

Production and Demand Growth in Key Areas in Bcf/d (2017-2022)

Williams’ assets uniquely aligned with demand growth along the East Coast from Texas all the way to the Northeast

LNG Exports(Elba + Cove Point)

+1.1

Leveraging significant investments in Northeast and Transco to connect best supplies to the best markets

Note: All other NA production amounts to 0.2 Bcf/d of growth ’17 – ’22 and all other NA demand amounts to 1.6 Bcf/d of growth ‘17 – ‘22


Majority of production growth in Northeast with significant growth also occurring in the Permian


Attractive returns on visible growth capital focused on Transco and G&P projects in the Northeast, West and AG Deepwater

> West – DJ Processing Plants 200 MMcf/d (Ft. Lupton III)

> Atlantic Gulf Deepwater –Stampede

> Northeast G&P –Susquehanna Gathering Expansion 700 MMcf/d

> Transco – Atlantic Sunrise 1.7 MMDth/d

> West – DJ Processing Plant 225 MMcf/d (Keenesburg I)

> West – Wamsutter – High Point, Hansen Lake & Echo Springs G&P Expansions

> West – Niobrara – Jackalope Gathering & Bucking Horse Processing 200 MMcf/d

> Northeast G&P – Rich Gas Growth Driving Oak Grove Expansions

> Northeast G&P – Oak Grove II, III 400 MMcf/d & Harrison Hub C3+ Pipeline

> Northeast G&P – Bradford & Utica Gathering Expansion

> Atlantic Gulf Deepwater – Shell Appomattox – Norphlet Pipeline– Mobile Bay Gas Plant Expansion

> West – North Seattle Lateral Upgrade 159 MDth/d

> Transco – Rate Case> Transco – Gulf Connector 475 MDth/d> Transco – St. James Supply 162 MDth/d> Transco – Rivervale S. to Market 190 Mdth/d

> West – DJ Processing Plant 225 MMcf/d (Keenesburg II)

> Northeast G&P –Susquehanna Gathering Expansion 800 MMcf/d

> Atlantic Gulf Deepwater –Buckskin

> Transco – Hillabee Phase 2 206 MDth/d

> Transco – Southeastern Trail 296 MDth/d

> West – DJ Processing Plants 225 MMcf/d (Milton I)

> Transco – Gateway 65 MDth/d

> Transco – Northeast Supply Enhancement 400 MDth/d

> Transco – Leidy South 580 MDth/d

> West – DJ Processing Plants 225 MMcf/d (Milton II)

> Northeast G&P – Oak Grove IV 200 MMcf/d

> Atlantic Gulf Deepwater–Additional Tie-backs: Shell Whale, Ballymore, Tigris, Mexico Perdido & others

> Transco – Pursuing 20+ expansion opportunities including “Project 1” from Analyst Day

> Gulfstream Phase VI Expansion

SUPP

LY D

RIV

END

EMA

ND

DR

IVEN

Black = In Progress; Blue = Potential/Under Negotiation

2018 2019 2020 2021 2022+


(1) Consolidated revenue will be reduced by lease payment of ~$8 million/month to partners

Atlantic Sunrise: Largest expansion project in Transco history placed in service October 6th delivers significant EBITDA growth

> Significant revenue contribution to Transco

– $35 million/month(1) in consolidated fee-based revenue

> Northeast gas prices quickly respond to incremental takeaway capacity

– NE Gas prices rose from ~$1.20 to ~$2.70 the day Atlantic Sunrise was placed in service

> Northeast G&P gathered volume and EBITDA uplift expected

– Price response supportive of producer activity in the NE PA Susquehanna

– 15% gathering volume growth CAGR expected 2018-2021

– EBITDA to grow at a higher rate due to improved operating margins

Atlantic Sunrise1.7 MMDth/d

Williams’ U.S. Asset Map Highlighting Transco’s Atlantic Sunrise Expansion Project PA

NY

WV

OH

NJ

$0.50

$1.00

$1.50

$2.00

$2.50

$3.00

$3.50

$/M

MB

tu

Northeast Gas PricesTetco M-2 TGP Z-4 300 Leg Transco Leidy

Atlantic SunriseIn Service Oct. 6


Transco: 2018 rate case protects adequate return on base system

> Rate filed August 31, 2018– ~$270MM annual revenue increase

• Based on 16% ROE as prescribed by FERC methodology; every 1% change in ROE is worth ~$30MM in Revenue

• Subject to negotiation with shippers – Proposed 5-year, $1.2B modernization and emission reduction investment

program– Rate increase and proposed modernization program incremental to 2019

guidance> Increased rates expected to be effective March 2019

RATE CASE TIMELINE

> Lower corporate tax rate reduces income tax allowance> Factors driving higher cost of service

– Higher expense in recent years to be incorporated into rate case– Maintenance capital and modernization spending to be reflected in rate base

> By 2019 approximately 55% of fee revenues from negotiated rates– Negotiated rate contracts remain unaffected by rate case and income tax changes

RATE CASE CONSIDERATIONS

VIRGINIA SOUTHSIDE II CONSTRUCTIONTransco Pipeline, Southern Virginia


Transco Project 2 sanctioned: Leidy South – Providing access to new Northeast supplies

> Extends Transco’s reach

> Greater than 1,000 MDth/d of firm transport capacity in Zones 3, 4, 5 and 6

> Attractive returns consistent with recent Transco expansions

> 580 MDth/d expansion in Pennsylvania from receipt points on Transco’s Leidy system to Zone 6 markets

> Target in-service date: 4Q 2021

> Target capital cost: $450-$550 million

> 100% long-term, take-or-pay contracts providing attractive returns consistent with Transco’s 2018-2021 expansion project profile of ~6.4x

> Provides transportation outlet for producers and supports incremental gathering volume for Williams’ Northeast PA gathering system

Two examples of Transco’s

20+ expansion

opportunities

U.S. Map of Williams’ Assets, Highlighting Transco Pipeline PROJECT 1 - EXPECTED ANNOUNCEMENT IN 4Q’18

LEIDY SOUTH (PROJECT 2)


(1) Includes Gulf Trace, Hillabee (Ph. 1), Dalton, NY Bay Expansion, Virginia Southside II, Garden State I(2) Includes Garden State II, Atlantic Sunrise, Gulf Connector, St. James Supply, Rivervale South to Market, NE Supply Enhancement, Hillabee (Ph. 2), Gateway, Southeastern Trail, Leidy South

Transco: Unprecedented growth demonstrates competitive advantageTRANSCO CONTRACTED CAPACITYAND FEE-BASED REVENUE

8.5 8.6 8.9 10.0 10.1

10.6 10.6

12.0 12.2

15.0

16.917.7

18.0

19.3

$750

$1,000

$1,250

$1,500

$1,750

$2,000

$2,250

$2,500

$2,750

6

8

10

12

14

16

18

20

2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021

Fee

Bas

ed R

even

ue, $

Mill

ions

Con

trac

t Cap

acity

MM

Dt/d

Year-end Contracted Capacity Forecasted Year-end Contracted Capacity Fee Revenue ($ MM) Forecast Fee Rev.

2017(1) 2018 –2021(2)

Growth Capital Placed In-service ($ Bln) ~$1.4 ~$5.2

Full-year run-rate Modified EBITDA ($ Bln) ~$0.24 ~$0.84

EBITDA multiple ~5.8x ~6.3x

Attractive Returns on Growth Projects


(1) Gathering and processing statistics for Utica Supply Hub do not include Blue Racer (2) Non-operated joint venture (3) Primarily Cost-of-service based contracts

Northeast G&P: Large footprint with foundational assets in place

> 1.3 Bcf/d of gathering capacity in dry/rich gas

> 800 MMcf/d of processing capacity

> 135,000 bpd fractionation capacity

UTICA SUPPLY HUB(1)

> Cardinal Gathering(3)> Flint Gathering> Utica East Ohio (UEO)(2)

BLUE RACER MIDSTREAM(2)

BRADFORD SUPPLY HUB(3)

SUSQUEHANNA SUPPLY HUB

> 3.2 Bcf/d of gathering capacity in dry gas

> 570 miles of gathering pipeline in dry/rich gas

> 800 MMcf/d of processing capacity

> 123,000 bpd fractionation capacity

> 151 miles of NGL and condensate transport

> 3.6 Bcf/d of gathering capacity in dry gas

> 1.5 Bcf/d of gathering capacity in dry/rich gas

> 700+ MMcf/d processing capacity

> 120,000+ bpd fractionation and de-ethanization capacity

OHIO RIVER SUPPLY HUB

> Ohio Valley Midstream> Laurel Mtn Midstream> Marcellus South

PA


0

1

2

3

4

5

6

7

8

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3

2012 2013 2014 2015 2016 2017 2018

Bcf

/d

Dry Gas Wet GasLegend

Northeast G&P: Substantial growth expected from incremental takeaway capacity and new expansion projects to relieve constraints

Notes: Partially owned system volumes are shown at 100%. Excludes volumes for all non-operated assets.

NORTHEAST GATHERING VOLUME GROWTH THROUGH 3Q 2018; AVERAGE GATHERED VOLUMES (BCF/D)

15% GATHERED VOLUME

CAGR EXPECTED

2018-2021


Gulf of Mexico: Substantial discoveries in close proximity to existing assets expected to facilitate long-term growth

Gulf East

7 tiebacks contracted, expecting more• Shell Appomattox dedication, Norphlet pipeline option

− Producer expected reserves: 650 MMboe− Producer expected peak production: 175 Mboe/d− Target in-service date: Mid 2019

• Opportunities include Chevron/Total Ballymore discovery 3 miles from Blind Faith− Largest discovery by Total in the GOM, with more than 670 ft of net oil pay

Discovery

>1 TCF of gas discoveries within reach of KCC• Buckskin, Stampede dedications

− Combined additional reserves: 66 Bcf− Stampede online May 2018. Buckskin target in-service date: 2H 2019

• Opportunities include discoveries at Anchor, Shenandoah and Katmai

Gulf West

Only existing Oil & Gas pipelines near active Western Gulf exploration• Opportunities include Shell Whale (15 miles from existing pipelines),

Tigris, and Mexico Perdido discoveries− Shell Whale: One of Shell’s largest finds in the GOM in the past decade,

with over 1,400 feet of oil pay

Gas GatheringOil GatheringNorphlet PipelineDeepwater SparGrowth ProjectsMexico Deepwater Basin

Sources: Chevron 1/30/2018 Ballymore Press Release, Total 1/31/2018 Ballymore Press Release, Shell 1/31/2018 Whale Press Release

TXLA

MS

BALLYMORE

NORPHLETPIPELINE

TIGRIS

BUCKSKIN

ANCHOR

APPOMATTOX

WHALE

ALFL


Pro-forma Four Corners sale and DJ Basin acquisition: Fee-based business structure reinforces stability in cash flows

> Reduced commodity exposure with sale of Four Corners Area assets

(1) Includes our proportional ownership of the gross margin of our equity method investments. Excludes certain regulated revenues, which are related to tracked operating costs.(2) MVC revenue includes revenue level guaranteed by MVC and excludes any revenue on volumes exceeding MVC. MVC revenue also includes amortization of upfront payments associated with canceled MVCs.

~97% of 2019 Gross Margin from Fee-based Sources2019 Gross Margin(1)

> Fully contracted demand charge revenue> Attractive positions exposed to growth

> Mix of capacity payments, MVCs(2) and Cost of Service agreements

> Volume-driven fee-based contracts for gathering, processing or other non-regulated services

> Some contracts include escalation provisions

36% Volume-driven Non-regulated Fee-based Revenue

38% Regulated Gas PipelineFee-based Revenue

3% NGL and Other Commodity Exposure

23% Volume-protected Non-regulated Fee-based Revenue

36%

3%

38%

23%


Moved to investment grade on significant credit metric improvement;Industry leading dividend coverage funding growth capital forecast >$4.2 billion of asset sales from 2016-2018 largely

eliminating direct commodity exposure Jan. ‘17 repositioning and deleveraging transactions Streamlining the organization and aggressively

managing costs

$3.9

$2.6

$0.0

$0.5

$1.0

$1.5

$2.0

$2.5

$3.0

$3.5

$4.0

2018 2019

GrowthCapex

GrowthCapex

$1.045 $1.25

Excess Cash Available After Dividends

($ in billions)

Excess Cash Available After Dividends

Note: This slide contains non-GAAP financial measures. A reconciliation of all non-GAAP financial measures used in this presentation to their nearest GAAP comparable financial measures are included at the back of this presentation.(1) 2015-2019 Debt / Adjusted EBITDA ratios presented here does not represent leverage ratios measured for WMB credit agreement compliance or leverage ratios as calculated by the major credit ratings agencies.

$1.125Cash from sale of

Four Corners Area assets

5.97x

5.30x

4.62x

~5.00x


$0.63

$0.76 $0.77

$0.82$0.89

$1.01

$0.20

$0.30

$0.40

$0.50

$0.60

$0.70

$0.80

$0.90

$1.00

$1.10

2017 2018 Guidance Ranges 2019 Guidance Ranges

Williams Adjusted EPS 2017-2019

Steady and predictable growth despite assets sales and commodity price volatility

$/Sh

are

Note: This slide contains non-GAAP financial measures. A reconciliation of all non-GAAP financial measures used in this presentation to their nearest GAAP financial measures is included at the back of this presentation.

Assets sales of over $3.2B

Geismar in ‘17 & Four Corners in ‘18

(Note ~$2B in book gains are removed from Adjusted EPS)

LowMidpoint

MidpointHigh

HighWe expect 2018 to be in the upper half of our guidance

range ($0.76 to $0.82)


Strong, stable and growing: 2018 and 2019 key guidance metrics

2018 GUIDANCE 1 2019 GUIDANCE

Net Income $0.975 - $1.175 Bn $1.050 - $1.350 Bn

Adjusted EBITDA $4.450 - $4.650 Bn $4.850 - $5.150 Bn

Distributable CashFlow (DCF) $2.600 - $2.900 Bn $2.900 - $3.300 Bn

Expected DividendGrowth Rate

10-15% annual growth(annual dividend increases)

10-15% annual growth(annual dividend increases)

DividendCoverage Ratio

~1.6xMidpoint of Guidance

~1.7xMidpoint of Guidance

Growth Capex $3.9 Bn $2.6 Bn

Consolidated Debt /Adjusted EBITDA 2 ~ 5.0 x < 4.75x

Note: This slide contains non-GAAP financial measures. A reconciliation of all non-GAAP financial measures used in this presentation to their nearest GAAP comparable financial measures are included at the back of this presentation.Williams does not expect to be a U.S. Federal cash income taxpayer through at least 2024, excluding taxes on any potential asset monetizations.

1 DCF shown Proforma as if the WPZ transaction had occurred 1/1/18. Dividend payments used in the coverage calculation include WPZ distribution payments to WPZ public unitholders for 1Q and 2Q . 2 Consolidated Debt / Adjusted EBITDA ratio does not represent leverage ratios measured for either WMB or WPZ credit agreement compliance or leverage ratios as calculated by the major credit ratings agencies.


WMBMedian

S&P 500

WMB vs. S&P 500

Approximate Current Dividend Yield(2)

5.4% 2.0% 170.0%

Adjusted EPSCAGR(2)(2017-2019)

18.9% 14.2% 33.1%

Adjusted EBITDA Growth(2)(2018-2019)

9.9% 7.3% 35.6%

Dividend Growth(2)(2018-2019)

12.5% 6.7% 86.6%

(1) Per S&P Capital IQ, Williams’ adjusted EBITDA exceeded or was within 2% of the consensus estimate for EBITDA in each quarter 1Q 2016–3Q 2018.(2) Data and estimates as of November 19, 2018. Median S&P 500 2017-2019 growth rates based on Bloomberg consensus estimates. WMB 2018-2019 growth rates based on midpoint of guidance. (3) Represents peer average EV / NTM EBITDA multiple from January 1, 2013 to current; peers include ENB, EPD, ET, KMI, OKE, TRGP, and TRPNote: This slide contains non-GAAP financial measures. A reconciliation of all non-GAAP financial measures used in this presentation to their nearest GAAP comparable financial measures are included at the back of this presentation.

Williams is a unique large-scale, low-volatility, growing natural gas infrastructure company with strong investor upside

> Volume-driven, natural gas strategy drives low volatility in earnings and cash flow> Advantaged and irreplaceable asset base handling 30% of U.S. low-cost natural gas supplies> Large-scale energy company: ~$54 billion enterprise value with Investment Grade credit

ratings> 2019 gross margin projected to be ~97% fee-based > Met or exceeded Adjusted EBITDA street consensus each of the last 11 quarters(1)

> Exceeded midpoint for 2017 key guidance metrics; 2018 trending toward high end of range> ~$1.25 billion excess cash available after dividends in 2019

STABILITY

> Nation’s largest and fastest growing interstate natural gas pipeline system, Transco, with unrivaled proximity to growing Mid-Atlantic, Southeast and Gulf Coast demand centers

> 15% Northeast G&P gathered volume CAGR expected 2018-2021> 18.9% Adjusted EPS growth CAGR expected 2017-2019 despite $3.2B in asset sales> 10% Adjusted EBITDA growth 2018-2019; expecting 5-7% annual Adjusted EBITDA

growth longer term beyond 2019

GROWTH

> Attractive current dividend yield of 5.4%(2) with strong coverage

> 10.8x EV / 2019 EBITDA multiple(2) below long-term historical average of 12.8x(3)

> Long-term historical 12.8x multiple(3) implies a $34 stock price which aligns with sell-side consensus target price, providing for 34% upside to current price(2)

VALUATION


Forward Looking Statements


Forward-looking statements

FORWARD-LOOKING STATEMENTS

> The reports, filings, and other public announcements of The Williams Companies, Inc. (Williams) may contain or incorporate by reference statements that do not directly or exclusively relate to historical facts. Such statements are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (Exchange Act). These forward-looking statements relate to anticipated financial performance, management’s plans and objectives for future operations, business prospects, outcome of regulatory proceedings, market conditions, and other matters. We make these forward-looking statements in reliance on the safe harbor protections provided under the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, included herein that address activities, events or developments that we expect, believe or anticipate will exist or may occur in the future, are forward-looking statements. Forward-looking statements can be identified by various forms of words such as “anticipates,” “believes,” “seeks,” “could,” “may,” “should,” “continues,” “estimates,” “expects,” “forecasts,” “intends,” “might,” “goals,” “objectives,” “targets,” “planned,” “potential,” “projects,” “scheduled,” “will,” “assumes,” “guidance,” “outlook,” “in-service date” or other similar expressions. These forward-looking statements are based on management’s beliefs and assumptions and on information currently available to management and may include, among others, statements regarding:– Levels of dividends to Williams stockholders;

– Future credit ratings of Williams, and its affiliates;

– Amounts and nature of future capital expenditures;

– Expansion and growth of our business and operations;

– Expected in-service dates for capital projects;

– Financial condition and liquidity;

– Business strategy;

– Cash flow from operations or results of operations;

– Seasonality of certain business components;

– Natural gas and natural gas liquids prices, supply, and demand;

– Demand for our services.


Forward-looking statements (cont’d)


> Forward-looking statements are based on numerous assumptions, uncertainties and risks that could cause future events or results to be materially different from those stated or implied herein. Many of the factors that will determine these results are beyond our ability to control or predict. Specific factors that could cause actual results to differ from results contemplated by the forward-looking statements include, among others, the following:– Whether we are able to pay current and expected levels of dividends;

– Whether we will be able to effectively execute our financing plan;

– Availability of supplies, market demand, and volatility of prices;

– Inflation, interest rates, and general economic conditions (including future disruptions and volatility in the global credit markets and the impact of these events on customers and suppliers);

– The strength and financial resources of our competitors and the effects of competition;

– Whether we are able to successfully identify, evaluate and timely execute our capital projects and other investment opportunities;

– Our ability to acquire new businesses and assets and successfully integrate those operations and assets into existing businesses as well as successfully expand our facilities, and to consummate asset sales on acceptable terms;

– Development and rate of adoption of alternative energy sources;

– The impact of operational and developmental hazards and unforeseen interruptions;

– The impact of existing and future laws and regulations (including but not limited to the Tax Cuts and Jobs Act of 2017), the regulatory environment, environmental liabilities, and litigation, as well as our ability to obtain necessary permits and approvals, and achieve favorable rate proceeding outcomes;

– Our costs and funding obligations for defined benefit pension plans and other postretirement benefit plans;

– Changes in maintenance and construction costs;

– Changes in the current geopolitical situation;

– Our exposure to the credit risk of our customers and counterparties;

– Risks related to financing, including restrictions stemming from debt agreements, future changes in credit ratings as determined by nationally-recognized credit rating agencies and the availability and cost of capital;

– The amount of cash distributions from and capital requirements of our investments and joint ventures in which we participate;


Forward-looking statements (cont’d)


– Risks associated with weather and natural phenomena, including climate conditions and physical damage to our facilities;

– Acts of terrorism, cybersecurity incidents, and related disruptions;

– Additional risks described in our filings with the Securities and Exchange Commission (SEC).

> Given the uncertainties and risk factors that could cause our actual results to differ materially from those contained in any forward-looking statement, we caution investors not to unduly rely on our forward-looking statements. We disclaim any obligations to and do not intend to update the above list or announce publicly the result of any revisions to any of the forward-looking statements to reflect future events or developments.

> In addition to causing our actual results to differ, the factors listed above may cause our intentions to change from those statements of intention set forth herein. Such changes in our intentions may also cause our results to differ. We may change our intentions, at any time and without notice, based upon changes in such factors, our assumptions, or otherwise.

> Because forward-looking statements involve risks and uncertainties, we caution that there are important factors, in addition to those listed above, that may cause actual results to differ materially from those contained in the forward-looking statements. For a detailed discussion of those factors, see Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K filed with the SEC on February 22, 2018 and in Part II, Item 1A. Risk Factors in our Quarterly Reports on Form 10-Q.


Non-GAAP Reconciliations


Non-GAAP Disclaimer

NON-GAAP RECONCILIATIONS

> This presentation may include certain financial measures – adjusted EBITDA, adjusted income (“earnings”), adjusted earnings per share, distributable cash flow and dividend coverage ratio – that are non-GAAP financial measures as defined under the rules of the Securities and Exchange Commission.

> Our segment performance measure, modified EBITDA is defined as net income (loss) before income (loss) from discontinued operations, income tax expense, net interest expense, equity earnings from equity-method investments, other net investing income, remeasurement gain on equity-method investment, impairment of equity investments and goodwill, depreciation and amortization expense, and accretion expense associated with asset retirement obligations for nonregulated operations. We also add our proportional ownership share (based on ownership interest) of modified EBITDA of equity-method investments.

> Adjusted EBITDA further excludes items of income or loss that we characterize as unrepresentative of our ongoing operations. Management believes this measure provides investors meaningful insight into results from ongoing operations.

> Distributable cash flow is defined as adjusted EBITDA less maintenance capital expenditures, cash portion of net interest expense, income attributable to noncontrolling interests and cash income taxes, and certain other adjustments that management believes affects the comparability of results. Adjustments for maintenance capital expenditures and cash portion of interest expense include our proportionate share of these items of our equity-method investments. We also calculate the ratio of distributable cash flow to the total cash dividends paid (dividend coverage ratio). This measure reflects Williams’ distributable cash flow relative to its actual cash dividends paid.

> This presentation is accompanied by a reconciliation of these non-GAAP financial measures to their nearest GAAP financial measures. Management uses these financial measures because they are accepted financial indicators used by investors to compare company performance. In addition, management believes that these measures provide investors an enhanced perspective of the operating performance of assets and the cash that the business is generating.

> Neither adjusted EBITDA, adjusted income, nor distributable cash flow are intended to represent cash flows for the period, nor are they presented as an alternative to net income or cash flow from operations. They should not be considered in isolation or as substitutes for a measure of performance prepared in accordance with United States generally accepted accounting principles.


Reconciliation of Income (Loss) Attributable to The Williams Companies, Inc. to Adjusted Income


2017 2018(Dollars in millions, except per-share amounts) 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Year 1st Qtr 2nd Qtr 3rd Qtr Year

Income (loss) attributable to The Williams Companies, Inc. available to common stockholders $ 373 $ 81 $ 33 $ 1,687 $ 2,174 $ 152 $ 135 $ 129 $ 416

Income (loss) - diluted earnings (loss) per common share $ .45 $ .10 $ .04 $ 2.03 $ 2.62 $ .18 $ .16 $ .13 $ .46Adjustments:

Northeast G&PShare of impairment at equity-method investments $ — $ — $ 1 $ — $ 1 $ — $ — $ — $ —Impairment of certain assets — — 121 — 121 — — — —Ad valorem obligation timing adjustment — — 7 — 7 — — — —Settlement charge from pension early payout program — — — 7 7 — — — —Organizational realignment-related costs 1 1 2 — 4 — — — —Total Northeast G&P adjustments 1 1 131 7 140 — — — —

Atlantic-GulfConstitution Pipeline project development costs 2 6 4 4 16 2 1 1 4Settlement charge from pension early payout program — — — 15 15 — — — —Regulatory adjustments resulting from Tax Reform — — — 493 493 11 (20) — (9)Benefit of regulatory asset associated with increase in Transco’s estimated deferred

state income tax rate following WPZ Merger — — — — — — — (3) (3)

Share of regulatory charges resulting from Tax Reform for equity-method investments — — — 11 11 2 — — 2

Organizational realignment-related costs 1 2 2 1 6 — — — —(Gain) loss on asset retirement — — (5) 5 — — — (10) (10)Total Atlantic-Gulf adjustments 3 8 1 529 541 15 (19) (12) (16)

WestEstimated minimum volume commitments 15 15 18 (48) — — — — —Impairment of certain assets — — 1,021 9 1,030 — — — —Settlement charge from pension early payout program — — — 13 13 — — — —Organizational realignment-related costs 2 3 2 1 8 — — — —Regulatory adjustments resulting from Tax Reform — — — 220 220 (7) — (7)

Charge for regulatory liability associated with the decrease in Northwest Pipeline’s estimated deferred state income tax rates following WPZ Merger — — — — — — — 12 12

Gains from contract settlements and terminations (13) (2) — — (15) — — — —Total West adjustments 4 16 1,041 195 1,256 (7) — 12 5


Reconciliation of Income (Loss) Attributable to The Williams Companies, Inc. to Adjusted Income (con’t)


2017 2018(Dollars in millions, except per-share amounts) 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Year 1st Qtr 2nd Qtr 3rd Qtr Year

Other(Gain) loss related to Canada disposition (2) (1) 4 5 6 — — — —Expenses associated with strategic asset monetizations 1 4 — — 5 — — — —Geismar Incident adjustments (9) 2 8 (1) — — — — —Gain on sale of Geismar Interest — — (1,095) — (1,095) — — — —Gain on sale of RGP Splitter — (12) — — (12) — — — —Accrual for loss contingency 9 — — — 9 — — — —Severance and related costs 9 4 5 4 22 — — — —ACMP Merger and transition costs — 4 3 4 11 — — — —Expenses associated with Financial Repositioning 8 2 — — 10 — — — —(Gain) loss on early retirement of debt (30) — 3 — (27) 7 — — 7Impairment of certain assets — 23 68 — 91 — 66 — 66Expenses associated with strategic alternatives 1 3 5 — 9 — — — —Settlement charge from pension early payout program — — — 36 36 — — — —Regulatory adjustments resulting from Tax Reform — — — 63 63 — 1 — 1Benefit of regulatory assets associated with increase in Transco’s estimated deferred state income

tax rate following WPZ Merger — — — — — — — (45) (45)WPZ Merger costs — — — — — — 4 15 19Charitable contribution of preferred stock to Williams Foundation — — — — — — — 35 35Total Other adjustments (13) 29 (999) 111 (872) 7 71 5 83

Adjustments included in Modified EBITDA (5) 54 174 842 1,065 15 52 5 72

Adjustments below Modified EBITDAGain on disposition of equity-method investment (269) — — — (269) — — — —Accelerated depreciation by equity-method investments — — — 9 9 — — — —Change in depreciable life associated with organizational realignment (7) — — — (7) — — — —Gain on deconsolidation of Jackalope interest — — — — — — (62) — (62)Allocation of adjustments to noncontrolling interests 77 (10) (28) (199) (160) (5) 21 — 16

(199) (10) (28) (190) (427) (5) (41) — (46)Total adjustments (204) 44 146 652 638 10 11 5 26Less tax effect for above items 77 (17) (55) (246) (241) (3) (3) (1) (7)Adjustments for tax-related items (1) (127) — — (1,923) (2,050) — — 110 110

Adjusted income available to common stockholders $ 119 $ 108 $ 124 $ 170 $ 521 $ 159 $ 143 $ 243 $ 545Adjusted diluted earnings per common share (2) $ .14 $ .13 $ .15 $ .20 $ .63 $ .19 $ .17 $ .24 $ .61Weighted-average shares - diluted (thousands) 826,476 828,575 829,368 829,607 828,518 830,197 830,107 1,026,504 896,322

(1) The first quarter of 2017 includes an unfavorable adjustment related to the release of a valuation allowance. The fourth quarter of 2017 includes an unfavorable adjustment to reverse the tax benefit associated with remeasuring our deferred tax balances at a lower corporate rate resulting from Tax Reform. The third quarter of 2018 reflects tax adjustments driven by the WPZ Merger, primarily a valuation allowance for foreign tax credits.

(2) The sum of earnings per share for the quarters may not equal the total earnings per share for the year due to changes in the weighted-average number of common shares outstanding.




Midpt. High Low Midpt. High(Dol lars in mi l l ions , except per-share amounts )

Net income (loss) $1,385 $1,460 $1,050 $1,200 $1,350Less: Net income (loss) attributable to noncontrolling interests 325 345 115 115 115Net income (loss) attributable to The Williams Companies, Inc. 1,060 1,115 935 1,085 1,235

Adjustments 1:Adjustments included in Modified EBITDA 2 (521) (521) - - - Adjustments below Modified EBITDA (62) (62) - - - Allocation of adjustments to noncontrolling interests 16 16 - - - Total adjustments (567) (567) - - - Less tax effect for above items 141 141 - - - Adjustments for tax-related items 3 110 110 - - -

Adjusted income available to common stockholders $744 $799 $935 $1,085 $1,235

Adjusted diluted earnings per common share $0.76 $0.82 $0.77 $0.89 $1.01

Weighted-average shares - diluted (millions) 976 976 1,217 1,217 1,217

Note: Reconci l iation shown with acquis i tion of WPZ completed on August 10, 2018

(1) A deta i led l i s t of adjustments i s included in this presentation

(2) Primari ly a $593 mi l l ion ga in on the sa le of Four Corners assets(3) Reflects tax adjustments driven by the WPZ Merger, primari ly a va luation a l lowance for foreign tax credi ts

2 0 1 8G U I D A N C E R A N G E S

2 0 1 9

EPS Guidance 1


Pretax0.3250.3210.3901.0360.3841.4201.375

G U I D A N C E R A N G E STax Prov.0.0550.0520.1900.2970.0940.3910.375

2 0 1 82 0 1 9Net Income0.2700.2690.2000.7390.2901.0291.000

Midpt.HighLowMidpt.High

(Dollars in millions, except per-share amounts)1Q2Q3QYTD4Q2018

Net income (loss)$1,385$1,460$1,050$1,200$1,350$0.270$0.269$0.200$0.739$0.290$1.029

Less: Net income (loss) attributable to noncontrolling interests3253451151151150.1180.1340.0710.3230.0190.342

Net income (loss) attributable to The Williams Companies, Inc.1,0601,1159351,0851,2350.1520.1350.1290.4160.2710.687

25.8%26.1%

Adjustments 1:

Adjustments included in Modified EBITDA 2(521)(521)---0.0150.0520.0050.072- 00.072

Adjustments below Modified EBITDA(62)(62)---- 0(0.062)- 0(0.062)- 0(0.062)

Allocation of adjustments to noncontrolling interests1616---(0.005)0.021- 00.016- 00.016

Total adjustments(567)(567)---0.0100.0110.0050.026- 00.026

Less tax effect for above items141141---(0.003)(0.003)(0.001)(0.007)- 0(0.007)

Adjustments for tax-related items 3110110---- 0- 00.1100.110- 00.110

Adjusted income available to common stockholders$744$799$935$1,085$1,235$0.159$0.143$0.243$0.545$0.271$0.816

Adjusted diluted earnings per common share$0.76$0.82$0.77$0.89$1.01$0.19$0.17$0.24$0.61$0.22$0.836

Weighted-average shares - diluted (millions)9769761,2171,2171,2170.8300.8301.0270.8961.2120.976

Note: Reconciliation shown with acquisition of WPZ completed on August 10, 2018

(1) A detailed list of adjustments is included in this presentation

(2) Primarily a $593 million gain on the sale of Four Corners assets

(3) Reflects tax adjustments driven by the WPZ Merger, primarily a valuation allowance for foreign tax credits12/31/17

3/31/1890830

$1.09$1.146/30/1891830

9/30/18921,027

12/31/18921,213

365976

Adustment Detail


(UNAUDITED)

20182018 Guidance

(Dollars in millions, except per-share amounts)1st Qtr2nd Qtr3rd Qtr4th Qtr YearMidpointHigh

Income (loss) attributable to The Williams Companies, Inc. available to common stockholders$ 152$ 135$ 129$ —$ 416$1,060$1,115

Income (loss) - diluted earnings (loss) per common share$ 0.18$ 0.16$ 0.13$ —$ 0.46$1.09$1.14

Adjustments:

Northeast G&P

Total Northeast G&P adjustments———————

Atlantic-Gulf

Constitution Pipeline project development costs211—444

Regulatory adjustments resulting from Tax Reform11(20)——(9)(9)(9)

Benefit of regulatory asset associated with increase in Transco’s estimated deferred state income tax rate following WPZ Merger——(3)(3)(3)(3)

Share of regulatory charges resulting from Tax Reform for equity-method investments2———222

(Gain) loss on asset retirement——(10)—(10)(10)(10)

Total Atlantic-Gulf adjustments15(19)(12)(16)(16)(16)

West

Gain on Sale of Four Corners assets———(593)(593)(593)(593)

Regulatory adjustments resulting from Tax Reform(7)——(7)(7)(7)

Charge for regulatory liability associated with the decrease in Northwest Pipeline’s estimated deferred state income tax rates following WPZ Merger——12121212

Total West adjustments(7)—12(593)(588)(588)(588)

Other

(Gain) loss on early retirement of debt7———777

Impairment of certain assets—66——666666

Regulatory adjustments resulting from Tax Reform—1——111

Benefit of regulatory assets associated with increase in Transco’s estimated deferred state income tax rate following WPZ Merger——(45)(45)(45)(45)

WPZ Merger costs—415—191919

Charitable contribution of preferred stock to Williams Foundation——35353535

Total Other adjustments7715—838383

Adjustments included in Modified EBITDA15525(593)(521)(521)(521)

Adjustments below Modified EBITDA

Gain on deconsolidation of Jackalope interest—(62)——(62)(62)(62)

Allocation of adjustments to noncontrolling interests(5)21——161616

(5)(41)——(46)(46)(46)

Total adjustments10115(593)(567)(567)(567)

Less tax effect for above items(3)(3)(1)148141141141

Adjustments for tax-related items (1)——110—110110110

Adjusted income available to common stockholders$ 159$ 143$ 243$ (445)$ 100$744$799

Adjusted diluted earnings per common share$ 0.00$ 0.00$ 0.00ERROR:#DIV/0!$ 0.00$0.76$0.82

Weighted-average shares - diluted (thousands)830,197830,1071,026,504—896,322976976

(1) Reflects tax adjustments driven by the WPZ Merger, primarily a valuation allowance for foreign tax credits.

Workpaper

3Q YTD3Q YTD3Q YTDOctober3Q Act.4Q4Q

GAAPAdjsAdjusted4Q FCLowMidMidMid-HighFCHigh + 4Q FCOctoberx 3+ Oct x 3GAAPGAAP

EBITDA3,4411,2274,4504,5504,5504,6004,6314,6504,668MidHighNet Income9751,0751,175

Difference from FC(218)(118)(68)(37)(18)-NCI125125125

Net to WMB8509501,050

Operating Income1,402721,4745571,8131,9131,9131,9631,9942,0132,0311845522,026EPS$0.701$0.783$0.866

Equity Earnings279-27910738638638638638638638639116395Shares1,2131,2131,213

Net Interest(818)-(818)(292)(1,110)(1,110)(1,110)(1,110)(1,110)(1,110)(1,110)(97)(292)(1,110)

Other Income / Exp173(62)11113124124124124124124124722133EBITDA4,4504,5504,650

Pretax Income1,036101,0463841,2121,3121,3121,3621,3931,4121,4301323971,443859959

Income Taxes297(103)194952412622582702782832873297291218243

Net Income7391138522899711,0501,0541,0921,1151,1291,1431003001,152641716

NCI323(16)307192873053203223243253269263332222

Net to WMB41612954527068474573477079180481792275820619694

$0.46$0.14$0.61$0.22$0.701$0.764$0.752$0.789$0.811$0.824$0.837$0.076$0.227$0.840$0.51$0.57

Share Count8968968961,2139769769769769769769761,2131,2139761,2131,213

42%26.3%26.0%26.0%26.0%26.0%26.0%26.0%26.0%26.0%26.0%26.0%26.2%26.0%25.9%

830.1979074717.73

Months of WPZ NCI8.3830.1079175539.737

1026.5049294438.368

859121392111596

356291.835

976.1420136986

Sheet1

OCTOBER

Remove

Unadj.GainAdjusted

Pretax725.355593133

Tax176.56014832.3

Net Income548.795445100

NCI8.49508

Net to WMB540.30044592

24.6%26.0%

1213

$0.076

$0.23

Net Income9751,0751,175

NCI125125125

Net to WMB8509501,050

EPS$0.70$0.78$0.87

Shares1,2131,2131,213

EBITDA4,4504,5504,650

1854

Interest818

Pretax

NCI

Adjusted Net to WMB545

EPS Guidance 2


3253213901,0363841,4201.375

G U I D A N C E M I D P O I N T5552190297943910.375

2 0 1 82 0 1 92702692007392901,0291.000

3Q YTD4QFull YearFull Year


Net income (loss)$739$251$990$1,200$270$269$200$739$290$1,029

Less: Net income (loss) attributable to noncontrolling interests$681785115$25$24$19$681987

Net income (loss) attributable to The Williams Companies, Inc.6712349051,085$245$245$181$671271942

19.8%25.8%21.5%

Adjustments 1:

Adjustments included in Modified EBITDA72-72-$15$52$5$72- 072

Adjustments below Modified EBITDA(62)-(62)-$0($62)$0($62)- 0(62)

Allocation of adjustments to noncontrolling interests16-16-($5)$21$0$16- 016

Total adjustments26-26-$10$11$5$26- 026

Less tax effect for above items(7)-(7)-($3)($3)($1)($7)- 0(7)

Adjustments for tax-related items 2110-110-$0$0$110$110- 0110

Adjusted income available to common stockholders$800$234$1,034$1,085$252$253$295$800$271$1,071

Adjusted diluted earnings per common share$0.66$0.19$0.85$0.89$0.21$0.21$0.24$0.66$0.22$0.883

Weighted-average shares - diluted (millions)1,2131,2131,2131,2171,2131,2131,2131,2131,2131,213

(1) A detailed list of adjustments is included in this presentation255

(2) The third quarter of 2018 reflects tax adjustments driven by the WPZ Merger, primarily a66.3

valuation allowance for foreign tax credits

Net Inc to Adj EBITDA Guidance

Reconciliation of "Net Income (Loss) to "Modified EBITDA" and Non-GAAP "Adjusted EBITDA"

2 0 1 82 0 1 9

GuidanceMarchGuidanceMarch

LowMidHighFinalForecastLowMidHighFinalForecast

Net income (loss)$0.900$1.000$1.1001.0891.085$1.050$1.200$1.3501.4411.423

Provision (benefit) for income taxes0.2580.2570.3000.297

Interest expense1.0971.0981.2211.236

Equity (earnings) losses(0.376)(0.376)(0.457)(0.457)

Other investing (income) loss - net(0.002)(0.002)(0.000)-

Proportional Modified EBITDA of equity-method investments0.7290.7290.8220.822

Depreciation and amortization expenses and accretion expense

associated with asset retirement obligations for nonregulated operations1.7501.7501.7941.794

Modified EBITDA$4.475$4.575$4.6754.5454.542$4.850$5.000$5.1505.1215.116

Total Adjustments included in Modified EBITDAERROR:#REF!ERROR:#REF!ERROR:#REF!ERROR:#REF!ERROR:#REF!ERROR:#REF!ERROR:#REF!

Adjusted EBITDA$4.547$4.647$4.747ERROR:#REF!ERROR:#REF!ERROR:#REF!ERROR:#REF!ERROR:#REF!ERROR:#REF!ERROR:#REF!

Forecast

WMB DCF Guidance

WMB Distributable Cash Flow

($ in millions)

2018 Guidance2019 Guidance

LowMidpointHighLowMidpointHigh

WMB Adjusted EBITDA - Guidance$4.450$4.550$4.650$4.850$5.000$5.150

Interest expense - net (1)(1.150)(1.150)(1.150)(1.235)(1.235)(1.235)

Maintenance capital expenditures (2)(0.575)(0.525)(0.475)(0.675)(0.625)(0.575)

Cash taxes - (Payment) Benefit---0.0750.0750.075

NCI and other(0.125)(0.125)(0.125)(0.115)(0.115)(0.115)

Distributable cash flow (DCF)$2.600$2.750$2.900$2.900$3.100$3.300

Dividends & Distributions paid (3)(1.705)(1.705)(1.705)(1.850)(1.850)(1.850)

Excess cash after dividends & distributions$0.895$1.045$1.195$1.250$1.250$1.250

Dividend per share$1.36$1.36$1.36$1.52$1.52$1.52

Coverage ratio (4)1.52x1.61x1.70x1.57x1.68x1.78x

Growth Capex (P90):

Total Williams$3.100$2.400

Transco$1.700$1.100

(1) Includes proportionate share of interest expense of equity investments

(2) Includes proportionate share of maintenance capital expenditures of equity investments

(3) Includes WPZ distributions to public unitholders for 1Q and 2Q of 2018

(4) Distributable cash flow / Dividends & distributions paid

OLD


2 0 1 8 12 0 1 9

GuidanceGuidance

(Dollars in billions, except per-share amounts)MidpointMidpoint

Net income (loss)$1.075$1.200

Less: Net income (loss) attributable to noncontrolling interests0.1250.115

Net income (loss) attributable to The Williams Companies, Inc.0.9501.085

Adjustments:

Adjustments included in Modified EBITDA--

Adjustments below Modified EBITDA--

Total adjustments--

Less tax effect for above items--

Adjustments for tax-related items--

Adjusted income available to common stockholders$0.950$1.085

Adjusted diluted earnings per common share$0.78$0.89

Weighted-average shares - diluted (billions)1.2131.217

(1) Proforma as if acquisiton of WPZ had occurred 1/1/18





(Dollars in millions, except per-share amounts) Midpoint HighIncome (loss) attributable to The Williams Companies, Inc. available to common stockholders $1,060 $1,115

Income (loss) - diluted earnings (loss) per common share $1.09 $1.14

Adjustments:

Northeast G&P

Total Northeast G&P adjustments — —Atlantic-Gulf

Constitution Pipeline project development costs 4 4Regulatory adjustments resulting from Tax Reform (9) (9)Benefit of regulatory asset associated with increase in Transco’s estimated deferred state income tax rate following WPZ Merger (3) (3)Share of regulatory charges resulting from Tax Reform for equity-method investments 2 2(Gain) loss on asset retirement (10) (10)Total Atlantic-Gulf adjustments (16) (16)

West

Gain on Sale of Four Corners assets (593) (593)Regulatory adjustments resulting from Tax Reform (7) (7)Charge for regulatory liability associated with the decrease in Northwest Pipeline’s estimated deferred state income tax rates following WPZ 12 12Total West adjustments (588) (588)

2018 GuidanceAdjustments (continued) Midpoint HighOther

(Gain) loss on early retirement of debt 7 7Impairment of certain assets 66 66Regulatory adjustments resulting from Tax Reform 1 1Benefit of regulatory assets associated with increase in Transco’s estimated deferred state income tax rate following WPZ Merger (45) (45)WPZ Merger costs 19 19Charitable contribution of preferred stock to Williams Foundation 35 35Total Other adjustments 83 83

Adjustments included in Modified EBITDA (521) (521)


Gain on deconsolidation of Jackalope interest (62) (62)Allocation of adjustments to noncontrolling interests 16 16

(46) (46)Total adjustments (567) (567)Less tax effect for above items 141 141Adjustments for tax-related items (1) 110 110

Adjusted income available to common stockholders $744 $799

Adjusted diluted earnings per common share $0.76 $0.82

Weighted-average shares - diluted (millions) 976 976

(1) Reflects tax adjustments driven by the WPZ Merger, primarily a valuation allowance for foreign tax credit

2018 Guidance

EPS Guidance 1


Pretax0.3250.3210.3901.0360.3841.4201.375


2 0 1 82 0 1 9Net Income0.2700.2690.2000.7390.2901.0291.000



Net income (loss)$1,385$1,460$1,050$1,200$1,350$0.270$0.269$0.200$0.739$0.290$1.029



25.8%26.1%

Adjustments 1:











(1) A detailed list of adjustments is included in this presentation

(2) Primarily a $593 million gain on the sale of Four Corners assets

(3) The 3rd quarter of 2018 reflects tax adjustments driven by the WPZ Merger, primarily a valuation allowance for foreign tax credits12/31/17

3/31/1890830

$1.09$1.146/30/1891830

9/30/18921,027

12/31/18921,213

365976

Adustment Detail


(UNAUDITED)

20182018 Guidance

(Dollars in millions, except per-share amounts)1st Qtr2nd Qtr3rd Qtr4th Qtr YearMidpointHigh

Income (loss) attributable to The Williams Companies, Inc. available to common stockholders$ 152$ 135$ 129$ —$ 416$1,060$1,115

Income (loss) - diluted earnings (loss) per common share$ 0.18$ 0.16$ 0.13$ —$ 0.46$1.09$1.14

Adjustments:

Northeast G&P

Total Northeast G&P adjustments———————

Atlantic-Gulf

Constitution Pipeline project development costs211—444

Regulatory adjustments resulting from Tax Reform11(20)——(9)(9)(9)

Benefit of regulatory asset associated with increase in Transco’s estimated deferred state income tax rate following WPZ Merger——(3)(3)(3)(3)

Share of regulatory charges resulting from Tax Reform for equity-method investments2———222

(Gain) loss on asset retirement——(10)—(10)(10)(10)

Total Atlantic-Gulf adjustments15(19)(12)(16)(16)(16)

West

Gain on Sale of Four Corners assets———(593)(593)(593)(593)

Regulatory adjustments resulting from Tax Reform(7)——(7)(7)(7)

Charge for regulatory liability associated with the decrease in Northwest Pipeline’s estimated deferred state income tax rates following WPZ Merger——12121212

Total West adjustments(7)—12(593)(588)(588)(588)

2018 Guidance

Adjustments (continued)MidpointHigh

Other

(Gain) loss on early retirement of debt7———777

Impairment of certain assets—66——666666

Regulatory adjustments resulting from Tax Reform—1——111

Benefit of regulatory assets associated with increase in Transco’s estimated deferred state income tax rate following WPZ Merger——(45)(45)(45)(45)

WPZ Merger costs—415—191919

Charitable contribution of preferred stock to Williams Foundation——35353535

Total Other adjustments7715—838383

Adjustments included in Modified EBITDA15525(593)(521)(521)(521)


Gain on deconsolidation of Jackalope interest—(62)——(62)(62)(62)

Allocation of adjustments to noncontrolling interests(5)21——161616

(5)(41)——(46)(46)(46)

Total adjustments10115(593)(567)(567)(567)

Less tax effect for above items(3)(3)(1)148141141141

Adjustments for tax-related items (1)——110—110110110

Adjusted income available to common stockholders$ 159$ 143$ 243$ (445)$ 100$744$799

Adjusted diluted earnings per common share$ 0.00$ 0.00$ 0.00ERROR:#DIV/0!$ 0.00$0.76$0.82

Weighted-average shares - diluted (millions)830,197830,1071,026,504—896,322976976

(1) Reflects tax adjustments driven by the WPZ Merger, primarily a valuation allowance for foreign tax credits.

Workpaper

3Q YTD3Q YTD3Q YTDOctober3Q Act.4Q4Q

GAAPAdjsAdjusted4Q FCLowMidMidMid-HighFCHigh + 4Q FCOctoberx 3+ Oct x 3GAAPGAAP

EBITDA3,4411,2274,4504,5504,5504,6004,6314,6504,668MidHighNet Income9751,0751,175

Difference from FC(218)(118)(68)(37)(18)-NCI125125125

Net to WMB8509501,050

Operating Income1,402721,4745571,8131,9131,9131,9631,9942,0132,0311845522,026EPS$0.701$0.783$0.866

Equity Earnings279-27910738638638638638638638639116395Shares1,2131,2131,213

Net Interest(818)-(818)(292)(1,110)(1,110)(1,110)(1,110)(1,110)(1,110)(1,110)(97)(292)(1,110)

Other Income / Exp173(62)11113124124124124124124124722133EBITDA4,4504,5504,650

Pretax Income1,036101,0463841,2121,3121,3121,3621,3931,4121,4301323971,443859959

Income Taxes297(103)194952412622582702782832873297291218243

Net Income7391138522899711,0501,0541,0921,1151,1291,1431003001,152641716

NCI323(16)307192873053203223243253269263332222

Net to WMB41612954527068474573477079180481792275820619694

$0.46$0.14$0.61$0.22$0.701$0.764$0.752$0.789$0.811$0.824$0.837$0.076$0.227$0.840$0.51$0.57

Share Count8968968961,2139769769769769769769761,2131,2139761,2131,213

42%26.3%26.0%26.0%26.0%26.0%26.0%26.0%26.0%26.0%26.0%26.0%26.2%26.0%25.9%

830.1979074717.73

Months of WPZ NCI8.3830.1079175539.737

1026.5049294438.368

859121392111596

356291.835

976.1420136986

2018 Share Count

12/31/17

3/31/1890830.197

6/30/1891830.107

9/30/18921026.504896.3217399267

12/31/18921213976.1420136986

Sheet1

OCTOBER

Remove

Unadj.GainAdjusted

Pretax725.355593133

Tax176.56014832.3

Net Income548.795445100

NCI8.49508

Net to WMB540.30044592

24.6%26.0%

1213

$0.076

$0.23

Net Income9751,0751,175

NCI125125125

Net to WMB8509501,050

EPS$0.70$0.78$0.87

Shares1,2131,2131,213

EBITDA4,4504,5504,650

1854

Interest818

Pretax

NCI

Adjusted Net to WMB545

EPS Guidance 2


3253213901,0363841,4201.375

G U I D A N C E M I D P O I N T5552190297943910.375

2 0 1 82 0 1 92702692007392901,0291.000

3Q YTD4QFull YearFull Year


Net income (loss)$739$251$990$1,200$270$269$200$739$290$1,029

Less: Net income (loss) attributable to noncontrolling interests$681785115$25$24$19$681987

Net income (loss) attributable to The Williams Companies, Inc.6712349051,085$245$245$181$671271942

19.8%25.8%21.5%

Adjustments 1:

Adjustments included in Modified EBITDA72-72-$15$52$5$72- 072

Adjustments below Modified EBITDA(62)-(62)-$0($62)$0($62)- 0(62)

Allocation of adjustments to noncontrolling interests16-16-($5)$21$0$16- 016

Total adjustments26-26-$10$11$5$26- 026

Less tax effect for above items(7)-(7)-($3)($3)($1)($7)- 0(7)

Adjustments for tax-related items 2110-110-$0$0$110$110- 0110

Adjusted income available to common stockholders$800$234$1,034$1,085$252$253$295$800$271$1,071

Adjusted diluted earnings per common share$0.66$0.19$0.85$0.89$0.21$0.21$0.24$0.66$0.22$0.883

Weighted-average shares - diluted (millions)1,2131,2131,2131,2171,2131,2131,2131,2131,2131,213

(1) A detailed list of adjustments is included in this presentation255

(2) The third quarter of 2018 reflects tax adjustments driven by the WPZ Merger, primarily a66.3

valuation allowance for foreign tax credits

Net Inc to Adj EBITDA Guidance

Reconciliation of "Net Income (Loss) to "Modified EBITDA" and Non-GAAP "Adjusted EBITDA"

2 0 1 82 0 1 9

GuidanceMarchGuidanceMarch

LowMidHighFinalForecastLowMidHighFinalForecast

Net income (loss)$0.900$1.000$1.1001.0891.085$1.050$1.200$1.3501.4411.423

Provision (benefit) for income taxes0.2580.2570.3000.297

Interest expense1.0971.0981.2211.236

Equity (earnings) losses(0.376)(0.376)(0.457)(0.457)

Other investing (income) loss - net(0.002)(0.002)(0.000)-

Proportional Modified EBITDA of equity-method investments0.7290.7290.8220.822

Depreciation and amortization expenses and accretion expense

associated with asset retirement obligations for nonregulated operations1.7501.7501.7941.794

Modified EBITDA$4.475$4.575$4.6754.5454.542$4.850$5.000$5.1505.1215.116

Total Adjustments included in Modified EBITDAERROR:#REF!ERROR:#REF!ERROR:#REF!ERROR:#REF!ERROR:#REF!ERROR:#REF!ERROR:#REF!

Adjusted EBITDA$4.547$4.647$4.747ERROR:#REF!ERROR:#REF!ERROR:#REF!ERROR:#REF!ERROR:#REF!ERROR:#REF!ERROR:#REF!

Forecast

WMB DCF Guidance

WMB Distributable Cash Flow

($ in millions)

2018 Guidance2019 Guidance

LowMidpointHighLowMidpointHigh

WMB Adjusted EBITDA - Guidance$4.450$4.550$4.650$4.850$5.000$5.150

Interest expense - net (1)(1.150)(1.150)(1.150)(1.235)(1.235)(1.235)

Maintenance capital expenditures (2)(0.575)(0.525)(0.475)(0.675)(0.625)(0.575)

Cash taxes - (Payment) Benefit---0.0750.0750.075

NCI and other(0.125)(0.125)(0.125)(0.115)(0.115)(0.115)

Distributable cash flow (DCF)$2.600$2.750$2.900$2.900$3.100$3.300

Dividends & Distributions paid (3)(1.705)(1.705)(1.705)(1.850)(1.850)(1.850)

Excess cash after dividends & distributions$0.895$1.045$1.195$1.250$1.250$1.250

Dividend per share$1.36$1.36$1.36$1.52$1.52$1.52

Coverage ratio (4)1.52x1.61x1.70x1.57x1.68x1.78x

Growth Capex (P90):

Total Williams$3.100$2.400

Transco$1.700$1.100

(1) Includes proportionate share of interest expense of equity investments

(2) Includes proportionate share of maintenance capital expenditures of equity investments

(3) Includes WPZ distributions to public unitholders for 1Q and 2Q of 2018

(4) Distributable cash flow / Dividends & distributions paid

OLD


2 0 1 8 12 0 1 9

GuidanceGuidance

(Dollars in billions, except per-share amounts)MidpointMidpoint

Net income (loss)$1.075$1.200

Less: Net income (loss) attributable to noncontrolling interests0.1250.115

Net income (loss) attributable to The Williams Companies, Inc.0.9501.085

Adjustments:

Adjustments included in Modified EBITDA--

Adjustments below Modified EBITDA--

Total adjustments--

Less tax effect for above items--

Adjustments for tax-related items--

Adjusted income available to common stockholders$0.950$1.085

Adjusted diluted earnings per common share$0.78$0.89

Weighted-average shares - diluted (billions)1.2131.217

(1) Proforma as if acquisiton of WPZ had occurred 1/1/18

EPS Guidance 1


Pretax0.3250.3210.3901.0360.3841.4201.375


2 0 1 82 0 1 9Net Income0.2700.2690.2000.7390.2901.0291.000



Net income (loss)$1,385$1,460$1,050$1,200$1,350$0.270$0.269$0.200$0.739$0.290$1.029



25.8%26.1%

Adjustments 1:










Note: R

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