Williams Sets Ratio for Distribution of Williams Communications Stock

Apr 10, 2001, 01:00 ET from Williams

    TULSA, Okla., April 10 /PRNewswire/ -- Williams (NYSE:   WMB) on Tuesday
 announced that Williams shareholders of record as of 5 p.m. Eastern April 9
 and who continue to hold WMB shares through the distribution date will receive
 .822399 of a share of Williams Communications (NYSE:   WCG) stock for every
 share of Williams stock and a cash payment for fractional shares.  Williams
 shareholders who sell their shares after the record date but before the
 distribution date are selling their right to the distribution.
     Distribution is to occur on April 23.
     Williams on March 30 announced that its board of directors approved a
 tax-free spinoff of the company's communications business to Williams'
 shareholders.  Williams will distribute 398,500,000 shares, or about
 95 percent of the WCG common stock it currently owns, to holders of Williams
 common shares on the record date.
     Each Williams shareholder eligible for the distribution will receive whole
 shares of WCG and a cash payment for any fractional share.  While the shares
 of WCG received through the dividend will be tax-free, the cash payments will
 be taxable.  Shareholders are encouraged to read information about the spinoff
 and facts related to the distribution of shares that will be mailed to them on
 or about April 12, or to consult their financial adviser.  Lehman Brothers is
 acting as financial adviser to both companies.
 
     About Williams
     Williams, through its subsidiaries, connects businesses to energy and
 communications.  The company delivers innovative, reliable products and
 services through its extensive networks of energy-distributing pipelines and
 high-speed fiber-optic cables.  Williams information is available at
 www.williams.com.
 
     Portions of this document may constitute "forward-looking statements" as
 defined by federal law.  Although the company believes any such statements are
 based on reasonable assumptions, there is no assurance that actual outcomes
 will not be materially different.  Any such statements are made in reliance on
 the "safe harbor" protections provided under the Private Securities Reform Act
 of 1995.  Additional information about issues that could lead to material
 changes in performance is contained in the company's annual reports filed with
 the Securities and Exchange Commission.
 
 

SOURCE Williams
    TULSA, Okla., April 10 /PRNewswire/ -- Williams (NYSE:   WMB) on Tuesday
 announced that Williams shareholders of record as of 5 p.m. Eastern April 9
 and who continue to hold WMB shares through the distribution date will receive
 .822399 of a share of Williams Communications (NYSE:   WCG) stock for every
 share of Williams stock and a cash payment for fractional shares.  Williams
 shareholders who sell their shares after the record date but before the
 distribution date are selling their right to the distribution.
     Distribution is to occur on April 23.
     Williams on March 30 announced that its board of directors approved a
 tax-free spinoff of the company's communications business to Williams'
 shareholders.  Williams will distribute 398,500,000 shares, or about
 95 percent of the WCG common stock it currently owns, to holders of Williams
 common shares on the record date.
     Each Williams shareholder eligible for the distribution will receive whole
 shares of WCG and a cash payment for any fractional share.  While the shares
 of WCG received through the dividend will be tax-free, the cash payments will
 be taxable.  Shareholders are encouraged to read information about the spinoff
 and facts related to the distribution of shares that will be mailed to them on
 or about April 12, or to consult their financial adviser.  Lehman Brothers is
 acting as financial adviser to both companies.
 
     About Williams
     Williams, through its subsidiaries, connects businesses to energy and
 communications.  The company delivers innovative, reliable products and
 services through its extensive networks of energy-distributing pipelines and
 high-speed fiber-optic cables.  Williams information is available at
 www.williams.com.
 
     Portions of this document may constitute "forward-looking statements" as
 defined by federal law.  Although the company believes any such statements are
 based on reasonable assumptions, there is no assurance that actual outcomes
 will not be materially different.  Any such statements are made in reliance on
 the "safe harbor" protections provided under the Private Securities Reform Act
 of 1995.  Additional information about issues that could lead to material
 changes in performance is contained in the company's annual reports filed with
 the Securities and Exchange Commission.
 
 SOURCE  Williams