FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

WILLIAMS COMPANIES INC 		2. Issuer Name and Ticker or Trading Symbol

WILLIAMS PARTNERS L.P. [ WPZ ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

ONE WILLIAMS CENTER 		3. Date of Earliest Transaction (MM/DD/YYYY)

8/10/2018
(Street)

TULSA, OK 74172
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Units   8/10/2018   (1)   A    256007447   (1) A   (1) 958225979   (1) D   (2)  
Common Units   8/10/2018   (1)   D    958225979   (1) D   (1) 0   (2) D   (3)  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Convertible Class B Units   $0.00   (4) 8/10/2018   (1)   D         18724716   (1) (5)     (4)   (4) Common Units   18724716   (4) (5)   (4) 0   (2) D   (3)  

Explanation of Responses:
(1)  On August 10, 2018, pursuant to an Agreement and Plan of Merger dated May 16, 2018 by and among The Williams Companies, Inc. ("Williams"), SCMS LLC ("Merger Sub"), Williams Partners L.P. ("Williams Partners"), and WPZ GP LLC, Williams Partners issued to Williams, in exchange for the limited liability company interests in Merger Sub held by Williams immediately prior to the effective time of the merger contemplated thereby (the "Merger"), the number of newly issued common units representing limited partner interests in Williams Partners (the "Common Units") reported in Table I herein. Shortly following the Merger, Williams Partners merged into Williams (the "Second-Step Merger"), the separate existence of Williams Partners ceased, and the Reporting Persons were deemed to have disposed of all of the Common Units and Convertible Class B Units held by the Reporting Persons immediately prior to the effective time of the Second-Step Merger.
(2)  Giving effect to the transactions reported herein, the Reporting Persons no longer own, directly or indirectly, any Common Units or Convertible Class B Units.
(3)  Prior to their disposition in connection with the Second-Step Merger, Williams indirectly beneficially owned all of the Common Units and the Convertible Class B Units held of record by Williams Gas Pipeline Company, LLC, a wholly owned subsidiary of Williams.
(4)  Convertible Class B Units were convertible on a one-for-one basis into Common Units at the election of the holder or Williams Partners pursuant to Williams Partners' Second Amended and Restated Agreement of Limited Partnership (the "Partnership Agreement"). Pursuant to the Partnership Agreement, Class B Units received additional paid-in-kind Class B Units in lieu of cash for each distribution period that distributions were made with respect to the Common Units.
(5)  Due to an administrative error, the number of Class B Units beneficially owned by the Reporting Persons set forth in Column 9 of Table II in the Form 4 filed on August 3, 2018 was incorrectly reported as 18,442,649. The correct amount of Class B Units held by the Reporting Persons was 18,724,716.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
WILLIAMS COMPANIES INC
ONE WILLIAMS CENTER
TULSA, OK 74172 		X X

WILLIAMS GAS PIPELINE CO LLC
ONE WILLIAMS CENTER
TULSA, OK 74172 		X X


Signatures
Cher S. Lawrence, Assistant Secretary 8/13/2018
** Signature of Reporting Person Date

Cher S. Lawrence, Assistant Secretary 8/13/2018
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
Williams Partners (NYSE:WPZ)
過去 株価チャート
から 10 2024 まで 11 2024 Williams Partnersのチャートをもっと見るにはこちらをクリック
Williams Partners (NYSE:WPZ)
過去 株価チャート
から 11 2023 まで 11 2024 Williams Partnersのチャートをもっと見るにはこちらをクリック