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Williams Pipeline Partners L.P.
   2009 1st Quarter Earnings
                                                           April 30, 2009




© 2009 The Williams Companies, Inc. All rights reserved.
Forward Looking Statements

 Williams Pipeline Partners L.P. is a limited partnership formed by The Williams Companies, Inc. (Williams). Our reports, filings,
 and other public announcements 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 the Private Securities Litigation Reform
 Act of 1995. You typically can identify forward-looking statements by the use of forward-looking words, such as “anticipates,”
 believes,” “could,” “may,” “should,” “continues,” “estimates,” “expects,” “forecasts,” “might,” “planned,” “potential,” “projects,”
 “scheduled,” “will,” and other similar words. These statements are based on our present intentions and our assumptions about
 future events and are subject to risks, uncertainties, and other factors. In addition to any assumptions, risks, uncertainties or
 other factors referred to specifically in connection with such statements, other factors not specifically referenced could cause
 our actual results to differ materially from the results expressed or implied in any forward-looking statements. Those factors
 include, among others:

  whether we have sufficient cash from operations to enable us to maintain current levels of cash distributions or to pay the
 minimum quarterly distribution following establishment of cash reserves and payment of fees and expenses, including payments
 to our general partner;
  availability of supplies (including the uncertainties inherent in assessing and estimating future natural gas reserves), market
 demand, volatility of prices, and the availability and cost of capital;
  inflation, interest rates and general economic conditions (including the current economic slowdown and the disruption of global
 credit markets and the impact of these events on Northwest’s customers and suppliers);
  the strength and financial resources of our and Northwest’s competitors;
  development of alternative energy sources;
  the impact of operational and development hazards;
  costs of, changes in, or the results of laws, government regulations (including proposed climate change legislation),
 environmental liabilities, litigation and rate proceedings;
  Northwest’s costs and funding obligations for defined benefit pension plans and other post-retirement benefit plans;
  changes in maintenance and construction costs;
  changes in the current geopolitical situation;


                                                                                                The Williams Companies, Inc. / February 1, 2009 / 2
© 2009 The Williams Companies, Inc. All rights reserved.
Forward Looking Statements (cont.)


  Northwest’s exposure to the credit risk of its customers;
  risks related to strategy and financing, including restrictions stemming from Northwest’s debt agreements, future changes in
 Northwest’s credit ratings and the availability and cost of credit;
  risks associated with future weather conditions;
  acts of terrorism; and
  additional risks described in our filings with the Securities and Exchange Commission.


 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. In addition to causing our
 actual results to differ, the factors listed above may cause our intentions to change. Such changes in our intentions may also
 cause our results to differ. We disclaim any obligation to and do not intend to publicly update or revise any forward-looking
 statements or changes to our intentions, whether as a result of new information, future events or otherwise.


 Limited partner interests are inherently different from the capital stock of a corporation, although many of the business risks to
 which we are subject are similar to those that would be faced by a corporation engaged in a similar business. Investors are
 urged to closely consider the disclosures and risk factors in our annual report on Form 10-K filed with the Securities and
 Exchange Commission on February 27, 2009, and our quarterly reports on Form 10-Q available from our offices or from our
 website at www.williamspipelinepartners.com.




                                                                                                 The Williams Companies, Inc. / February 1, 2009 / 3
© 2009 The Williams Companies, Inc. All rights reserved.
Financial Overview
       Don Chappel
       Chief Financial Officer




© 2009 The Williams Companies, Inc. All rights reserved.
Headlines

                                                                                              Per Unit Distributions
                                                                     $0.33
                                                    1st
        Solid Results in                                   Quarter
                                                                     $0.32
             •    Net Income of $13.7 million
             •    Net Income per Limited Partner                     $0.31

                  unit $0.41                                         $0.30

                                                                     $0.29
        Cash Distribution of $0.325
        per unit for 1st Quarter                                     $0.28

             •    13.0% in excess of Minimum                         $0.27
                  Quarterly Distribution
                                                                     $0.26
             •    1.6% increase over 4th Quarter                             1st Qtr        2nd Qtr         3rd Qtr          4th Qtr         1st Qtr
                                                                              2008           2008            2008             2008            2009
                  Distribution
                                                                                      Distribution             Minimum Quarterly Distribution


                                                                             The first-quarter 2008 distribution of $0.2242 is prorated to cover the
                                                                             period of January 24, when the partnership’s initial public offering closed,
                                                                             through March 31, 2008 and equates to a full-quarter distribution of $0.30
                                                                             per unit.



                                                                                                        The Williams Companies, Inc. / February 1, 2009 / 5
© 2009 The Williams Companies, Inc. All rights reserved.
Partnership Results

                                                                   1st Quarter
                                                                 2009        2008
 Dollars in millions, except per unit amounts


   Equity in earnings of Northwest Pipeline GP                 $ 14.3                $ 13.4

   G&A Expense                                                      0.6                   0.5

   Net Income                                                     13.7                  12.9

        Pre-IPO                                                         -                 4.0

        Post-IPO                                                  13.7                    8.9

   Net Loss Allocated to General Partner                      $ (0.1)               $ (0.2)

   Net Income Allocated to Limited Partners                    $ 13.8                $ 9.1

   Net Income per Limited Partner Unit                         $ 0.41                $ 0.27




                                                           The Williams Companies, Inc. / February 1, 2009 / 6
© 2009 The Williams Companies, Inc. All rights reserved.
Liquidity at March 31, 2009

        Strong Balance Sheets
             •    WMZ
                       – No outstanding debt
             •    Northwest Pipeline GP
                       – Attractively capitalized
                       – No significant debt maturities until 2016
        Sufficient Liquidity
             •    WMZ
                       – $6.9 Million available cash
                       – Access to $20 Million Working Capital Credit Agreement
             •    Northwest Pipeline GP
                       – $98.1 Million available cash through Demand Notes with Williams
                       – Access to $381 Million Revolving Credit Agreement




                                                                                  The Williams Companies, Inc. / February 1, 2009 / 7
© 2009 The Williams Companies, Inc. All rights reserved.
Distributable Cash Flow per L.P. Unit

                                                                                                       1st Quarter
                                                                                                           2009
             Dollars in millions, except per unit amounts




                  Distributable Cash Flow for L.P. Unitholders                                              $ 11.0

                  Weighted Average Units Outstanding (millions)                                                33.6

                  Distributable Cash Flow/Wtg. Avg. L.P. Unit                                            $ 0.3287




                  Per Unit Distributions                                                                $ 0.3250




  Note: Distributable Cash Flow and Distributable Cash Flow for L.P. unitholders are non-GAAP measures.
  A reconciliation to the most relevant measures included in GAAP is included at the end of this presentation.

                                                                                               The Williams Companies, Inc. / February 1, 2009 / 8
© 2009 The Williams Companies, Inc. All rights reserved.
Key Points

      WMZ
           • Key Enterprise in Williams Strategy
                     – Significant ownership by Williams – 47.7%
           • Solid First Quarter financial results
                     – Increase in quarterly cash distribution
           • Solid Liquidity
                     – No outstanding debt
      Northwest Pipeline GP
           • Stable revenues
                     – Long-term contracts with credit worthy customers
           • Significant Organic Growth Opportunities
                     – Colorado Hub
                     – Sundance Trail


                                                                          The Williams Companies, Inc. / February 1, 2009 / 9
© 2009 The Williams Companies, Inc. All rights reserved.
Q&A




© 2009 The Williams Companies, Inc. All rights reserved.
Non-GAAP Reconciliations




© 2009 The Williams Companies, Inc. All rights reserved.
Non-GAAP Disclaimer

This presentation includes certain financial measures Distributable Cash Flow and Distributable Cash Flow per Limited Partner
Unit that are non-GAAP financial measures as defined under the rules of the Securities and Exchange Commission.

For Williams Pipeline Partners L.P. we define Distributable Cash Flow as net income less its equity earnings in Northwest
Pipeline, plus reimbursements from Williams under an omnibus agreement, plus cash distributed by Northwest Pipeline
attributable to Northwest Pipeline’s operations through the current reporting period.

For Williams Pipeline Partners L.P. we define Distributable Cash Flow per Limited Partner Unit as Distributable Cash Flow, as
defined in the preceding paragraph, allocated among the general partner and the limited partners in accordance with the cash-
distribution provisions of our partnership agreement resulting in distributable cash flow attributable to the general partner and
distributable cash flow attributable to limited partners, respectively. The resulting Distributable Cash Flow attributable to limited
partners is then divided by the weighted average limited partner units outstanding to arrive at Distributable Cash Flow per
Limited Partner Unit.

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 the Partnership’s assets and the cash that the business is generating. Distributable
Cash Flow is not intended to represent cash flows for the period, nor is it presented as an alternative to net income (loss) or cash
flow from operations. Distributable Cash Flow per Limited Partner Unit is not presented as an alternative to net income per
unit. 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.




                                                                                                  The Williams Companies, Inc. / February 1, 2009 /12
© 2009 The Williams Companies, Inc. All rights reserved.
Distributable Cash Flow per L.P. Unit Reconciliation

                                                                                                      1st Quarter
                                                                                                           2009
   Dollars in millions, except per unit amounts


    Net Income                                                                                              $13.7

    Equity in earnings – Northwest                                                                         (14.3)

    Reimbursements from Williams from omnibus agreement                                                        0.3

    Distributable cash flow excluding equity investments                                                     (0.3)

    Plus: Northwest’s cash distribution to WMZ                                                                11.5

    Distributable cash flow attributable to partnership                                                       11.2

    Distributable cash flow attributable to partnership allocable to GP                                        0.2

    Distributable cash flow attributable to partnership allocable to LP                                     $11.0

    Weighted Average number of LP units outstanding (millions)                                                33.6

    Distributable cash flow attributable to partnership per weighted
       average limited partner unit                                                                     $0.3287




 Reconciliation of non-GAAP “Distributable Cash Flow per Limited Partner unit” to GAAP “Net Income”
                                                                                          The Williams Companies, Inc. / February 1, 2009 /13
© 2009 The Williams Companies, Inc. All rights reserved.
Williams Pipeline Partners L.P.




© 2009 The Williams Companies, Inc. All rights reserved.

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Q1 2009 Earning Report of Williams Pipeline Partners

  • 1. Williams Pipeline Partners L.P. 2009 1st Quarter Earnings April 30, 2009 © 2009 The Williams Companies, Inc. All rights reserved.
  • 2. Forward Looking Statements Williams Pipeline Partners L.P. is a limited partnership formed by The Williams Companies, Inc. (Williams). Our reports, filings, and other public announcements 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 the Private Securities Litigation Reform Act of 1995. You typically can identify forward-looking statements by the use of forward-looking words, such as “anticipates,” believes,” “could,” “may,” “should,” “continues,” “estimates,” “expects,” “forecasts,” “might,” “planned,” “potential,” “projects,” “scheduled,” “will,” and other similar words. These statements are based on our present intentions and our assumptions about future events and are subject to risks, uncertainties, and other factors. In addition to any assumptions, risks, uncertainties or other factors referred to specifically in connection with such statements, other factors not specifically referenced could cause our actual results to differ materially from the results expressed or implied in any forward-looking statements. Those factors include, among others: whether we have sufficient cash from operations to enable us to maintain current levels of cash distributions or to pay the minimum quarterly distribution following establishment of cash reserves and payment of fees and expenses, including payments to our general partner; availability of supplies (including the uncertainties inherent in assessing and estimating future natural gas reserves), market demand, volatility of prices, and the availability and cost of capital; inflation, interest rates and general economic conditions (including the current economic slowdown and the disruption of global credit markets and the impact of these events on Northwest’s customers and suppliers); the strength and financial resources of our and Northwest’s competitors; development of alternative energy sources; the impact of operational and development hazards; costs of, changes in, or the results of laws, government regulations (including proposed climate change legislation), environmental liabilities, litigation and rate proceedings; Northwest’s costs and funding obligations for defined benefit pension plans and other post-retirement benefit plans; changes in maintenance and construction costs; changes in the current geopolitical situation; The Williams Companies, Inc. / February 1, 2009 / 2 © 2009 The Williams Companies, Inc. All rights reserved.
  • 3. Forward Looking Statements (cont.) Northwest’s exposure to the credit risk of its customers; risks related to strategy and financing, including restrictions stemming from Northwest’s debt agreements, future changes in Northwest’s credit ratings and the availability and cost of credit; risks associated with future weather conditions; acts of terrorism; and additional risks described in our filings with the Securities and Exchange Commission. 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. In addition to causing our actual results to differ, the factors listed above may cause our intentions to change. Such changes in our intentions may also cause our results to differ. We disclaim any obligation to and do not intend to publicly update or revise any forward-looking statements or changes to our intentions, whether as a result of new information, future events or otherwise. Limited partner interests are inherently different from the capital stock of a corporation, although many of the business risks to which we are subject are similar to those that would be faced by a corporation engaged in a similar business. Investors are urged to closely consider the disclosures and risk factors in our annual report on Form 10-K filed with the Securities and Exchange Commission on February 27, 2009, and our quarterly reports on Form 10-Q available from our offices or from our website at www.williamspipelinepartners.com. The Williams Companies, Inc. / February 1, 2009 / 3 © 2009 The Williams Companies, Inc. All rights reserved.
  • 4. Financial Overview Don Chappel Chief Financial Officer © 2009 The Williams Companies, Inc. All rights reserved.
  • 5. Headlines Per Unit Distributions $0.33 1st Solid Results in Quarter $0.32 • Net Income of $13.7 million • Net Income per Limited Partner $0.31 unit $0.41 $0.30 $0.29 Cash Distribution of $0.325 per unit for 1st Quarter $0.28 • 13.0% in excess of Minimum $0.27 Quarterly Distribution $0.26 • 1.6% increase over 4th Quarter 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr 1st Qtr 2008 2008 2008 2008 2009 Distribution Distribution Minimum Quarterly Distribution The first-quarter 2008 distribution of $0.2242 is prorated to cover the period of January 24, when the partnership’s initial public offering closed, through March 31, 2008 and equates to a full-quarter distribution of $0.30 per unit. The Williams Companies, Inc. / February 1, 2009 / 5 © 2009 The Williams Companies, Inc. All rights reserved.
  • 6. Partnership Results 1st Quarter 2009 2008 Dollars in millions, except per unit amounts Equity in earnings of Northwest Pipeline GP $ 14.3 $ 13.4 G&A Expense 0.6 0.5 Net Income 13.7 12.9 Pre-IPO - 4.0 Post-IPO 13.7 8.9 Net Loss Allocated to General Partner $ (0.1) $ (0.2) Net Income Allocated to Limited Partners $ 13.8 $ 9.1 Net Income per Limited Partner Unit $ 0.41 $ 0.27 The Williams Companies, Inc. / February 1, 2009 / 6 © 2009 The Williams Companies, Inc. All rights reserved.
  • 7. Liquidity at March 31, 2009 Strong Balance Sheets • WMZ – No outstanding debt • Northwest Pipeline GP – Attractively capitalized – No significant debt maturities until 2016 Sufficient Liquidity • WMZ – $6.9 Million available cash – Access to $20 Million Working Capital Credit Agreement • Northwest Pipeline GP – $98.1 Million available cash through Demand Notes with Williams – Access to $381 Million Revolving Credit Agreement The Williams Companies, Inc. / February 1, 2009 / 7 © 2009 The Williams Companies, Inc. All rights reserved.
  • 8. Distributable Cash Flow per L.P. Unit 1st Quarter 2009 Dollars in millions, except per unit amounts Distributable Cash Flow for L.P. Unitholders $ 11.0 Weighted Average Units Outstanding (millions) 33.6 Distributable Cash Flow/Wtg. Avg. L.P. Unit $ 0.3287 Per Unit Distributions $ 0.3250 Note: Distributable Cash Flow and Distributable Cash Flow for L.P. unitholders are non-GAAP measures. A reconciliation to the most relevant measures included in GAAP is included at the end of this presentation. The Williams Companies, Inc. / February 1, 2009 / 8 © 2009 The Williams Companies, Inc. All rights reserved.
  • 9. Key Points WMZ • Key Enterprise in Williams Strategy – Significant ownership by Williams – 47.7% • Solid First Quarter financial results – Increase in quarterly cash distribution • Solid Liquidity – No outstanding debt Northwest Pipeline GP • Stable revenues – Long-term contracts with credit worthy customers • Significant Organic Growth Opportunities – Colorado Hub – Sundance Trail The Williams Companies, Inc. / February 1, 2009 / 9 © 2009 The Williams Companies, Inc. All rights reserved.
  • 10. Q&A © 2009 The Williams Companies, Inc. All rights reserved.
  • 11. Non-GAAP Reconciliations © 2009 The Williams Companies, Inc. All rights reserved.
  • 12. Non-GAAP Disclaimer This presentation includes certain financial measures Distributable Cash Flow and Distributable Cash Flow per Limited Partner Unit that are non-GAAP financial measures as defined under the rules of the Securities and Exchange Commission. For Williams Pipeline Partners L.P. we define Distributable Cash Flow as net income less its equity earnings in Northwest Pipeline, plus reimbursements from Williams under an omnibus agreement, plus cash distributed by Northwest Pipeline attributable to Northwest Pipeline’s operations through the current reporting period. For Williams Pipeline Partners L.P. we define Distributable Cash Flow per Limited Partner Unit as Distributable Cash Flow, as defined in the preceding paragraph, allocated among the general partner and the limited partners in accordance with the cash- distribution provisions of our partnership agreement resulting in distributable cash flow attributable to the general partner and distributable cash flow attributable to limited partners, respectively. The resulting Distributable Cash Flow attributable to limited partners is then divided by the weighted average limited partner units outstanding to arrive at Distributable Cash Flow per Limited Partner Unit. 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 the Partnership’s assets and the cash that the business is generating. Distributable Cash Flow is not intended to represent cash flows for the period, nor is it presented as an alternative to net income (loss) or cash flow from operations. Distributable Cash Flow per Limited Partner Unit is not presented as an alternative to net income per unit. 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. The Williams Companies, Inc. / February 1, 2009 /12 © 2009 The Williams Companies, Inc. All rights reserved.
  • 13. Distributable Cash Flow per L.P. Unit Reconciliation 1st Quarter 2009 Dollars in millions, except per unit amounts Net Income $13.7 Equity in earnings – Northwest (14.3) Reimbursements from Williams from omnibus agreement 0.3 Distributable cash flow excluding equity investments (0.3) Plus: Northwest’s cash distribution to WMZ 11.5 Distributable cash flow attributable to partnership 11.2 Distributable cash flow attributable to partnership allocable to GP 0.2 Distributable cash flow attributable to partnership allocable to LP $11.0 Weighted Average number of LP units outstanding (millions) 33.6 Distributable cash flow attributable to partnership per weighted average limited partner unit $0.3287 Reconciliation of non-GAAP “Distributable Cash Flow per Limited Partner unit” to GAAP “Net Income” The Williams Companies, Inc. / February 1, 2009 /13 © 2009 The Williams Companies, Inc. All rights reserved.
  • 14. Williams Pipeline Partners L.P. © 2009 The Williams Companies, Inc. All rights reserved.