WILLIAMS COMPANIES, INC. — Director's Dealing 2012

Feb 29, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WILLIAMS COMPANIES INC (WMB)
CIK: 0000107263
Period of Report: 2012-02-27

Reporting Person: Rainey Craig L (SVP & General Counsel)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-02-27	Restricted Stock Units	$29.11	A	24203	Acquired	2015-02-27	Common Stock (24203)	Direct
2012-02-27	Restricted Stock Units	$29.11	A	16833	Acquired	2015-02-27	Common Stock (16833)	Direct
2012-02-27	Employee Options (Right to Buy)	$29.11	A	18629	Acquired	2022-02-27	Common Stock (18629)	Direct
2012-02-27	Employee Options (Right to Buy)	$29.11	A	18629	Acquired	2022-02-27	Common Stock (18629)	Direct
2012-02-27	Employee Options (Right to Buy)	$29.11	A	18630	Acquired	2022-02-27	Common Stock (18630)	Direct

Footnotes

F1: Vesting is subject to applicable grant agreement and compensation committee certification that the Company has met the three year performance measure. The specific performance measure will be based on total shareholder return with absolute and relative dependent measures.