1

                                                                    EXHIBIT 23.2

                        CONSENT OF INDEPENDENT AUDITORS

     We consent to the reference to our firm under the caption "Experts" and to
the use of our report dated February 28, 2001, except for the matters described
in Note 3, as to which the date is April 23, 2001, with respect to the
consolidated financial statements and schedules of The Williams Companies, Inc.
included in its Current Report on Form 8-K filed May 22, 2001 with the
Securities and Exchange Commission, incorporated by reference in the Proxy
Statement of Barrett Resources Corporation that is made part of the Registration
Statement on Form S-4 and Prospectus of The Williams Companies, Inc. for the
registration of 31,596,679 shares of The Williams Companies, Inc. common stock.

                                                               ERNST & YOUNG LLP

Tulsa, Oklahoma
June 12, 2001