-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Li8nb2nBTBuUj/0wt+Ag1zc92uBjp1oodo4IP2+H9gNQewNkoQ9N6WGxAkrY6i6s aomjheImG9gwkkVLS63nJQ== 0000950134-02-010112.txt : 20020814 0000950134-02-010112.hdr.sgml : 20020814 20020814174836 ACCESSION NUMBER: 0000950134-02-010112 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20020814 ITEM INFORMATION: FILED AS OF DATE: 20020814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WILLIAMS COMPANIES INC CENTRAL INDEX KEY: 0000107263 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922] IRS NUMBER: 730569878 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04174 FILM NUMBER: 02737373 BUSINESS ADDRESS: STREET 1: ONE WILLIAMS CTR CITY: TULSA STATE: OK ZIP: 74172 BUSINESS PHONE: 9185732000 MAIL ADDRESS: STREET 1: ONE WILLIAM CENTER CITY: TULSA STATE: OK ZIP: 74172 FORMER COMPANY: FORMER CONFORMED NAME: WILLIAMS BROTHERS COMPANIES DATE OF NAME CHANGE: 19710817 8-K 1 d99237e8vk.txt FORM 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2002 ----------------- The Williams Companies, Inc. ---------------------------- (Exact name of registrant as specified in its charter) Delaware 1-4174 73-0569878 -------- --------------- ------------------- (State or other (Commission (I.R.S. Employer jurisdiction of File Number) Identification No.) incorporation) One Williams Center, Tulsa, Oklahoma 74172 ------------------------------------ ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 918/573-2000 ------------ Not Applicable (Former name or former address, if changed since last report) Item 9. Regulation FD Disclosure. The Williams Companies, Inc. wishes to disclose for Regulation FD purposes its press release dated August 14, 2002, filed herewith as Exhibit 99.1. Attached as Exhibits 99.2 and 99.3 are the sworn statements of Williams' principal executive officer, Steven J. Malcolm, and principal financial officer, Jack D. McCarthy, as required pursuant to Securities and Exchange Commission Order No. 4-460. Pursuant to the requirements of the Securities Exchange Act of 1934, Williams has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. THE WILLIAMS COMPANIES, INC. Date: August 14, 2002 /s/ Suzanne H. Costin ------------------------------------------- Name: Suzanne H. Costin Title: Corporate Secretary INDEX TO EXHIBITS
EXHIBIT NUMBER DESCRIPTION - ------- ----------- 99.1 Copy of Williams' press release dated August 14, 2002. 99.2 Sworn statement of Williams' principal executive officer, Steven J. Malcolm, required pursuant to Securities and Exchange Commission Order No. 4-460. 99.3 Sworn statement of Williams' principal financial officer, Jack D. McCarthy, required pursuant to Securities and Exchange Commission Order No. 4-460.
EX-99.1 3 d99237exv99w1.txt PRESS RELEASE EXHIBIT 99.1 [WILLIAMS LOGO] NEWS RELEASE NYSE: WMB [WILLIAMS LETTERHEAD] WILLIAMS EXECUTIVES SUBMIT CERTIFICATION STATEMENTS TULSA, Okla. - Williams (NYSE:WMB) announced today that its Chief Executive Officer Steve Malcolm and Chief Financial Officer Jack McCarthy filed two written statements today certifying the company's 2002 filings with the Securities and Exchange Commission. This action complies with a June 27 order from the SEC requiring large publicly held companies to certify their financial reports and to the recently enacted Sarbanes-Oxley Act of 2002. Malcolm and McCarthy filed sworn statements with Williams' most recent Form 8-K and a certification letter with the second-quarter 2002 Form 10-Q. These items are available at www.williams.com under the investor relations section. ABOUT WILLIAMS (NYSE:WMB) Williams moves, manages and markets a variety of energy products, including natural gas, liquid hydrocarbons, petroleum and electricity. Based in Tulsa, Okla., Williams' operations span the energy value chain from wellhead to burner tip. Company 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. EX-99.2 4 d99237exv99w2.txt SWORN STATEMENT OF PRINCIPAL EXECUTIVE OFFICER EXHIBIT 99.2 STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS I, Steven J. Malcolm, Chief Executive Officer and principal executive officer of The Williams Companies, Inc., state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of The Williams Companies, Inc., and, except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with The Williams Companies, Inc.'s Audit Committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a 'covered report': o Annual Report on Form 10-K for the fiscal year ended December 31, 2001 filed with the Commission of The Williams Companies, Inc.; o all reports on Form 10-K, Form 10-Q, all reports on Form 8-K and all definitive proxy materials of The Williams Companies, Inc. filed with the Commission subsequent to the filing of the Form 10-K identified above; and o any amendments to any of the foregoing. /s/ Steven J. Malcolm Subscribed and sworn to - ------------------------------------ Steven J. Malcolm before me this 13th day of August 13, 2002 August, 2002. /s/ Kathleen M. Henslick ----------------------------------- Notary Public My Commission Expires: 1/31/2005 ------------- EX-99.3 5 d99237exv99w3.txt SWORN STATEMENT OF PRINCIPAL FINANCIAL OFFICER EXHIBIT 99.3 STATEMENT UNDER OATH OF PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS I, Jack D. McCarthy, Chief Financial Officer and principal financial officer of The Williams Companies, Inc., state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of The Williams Companies, Inc., and, except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with The Williams Companies, Inc.'s Audit Committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a 'covered report': o Annual Report on Form 10-K for the fiscal year ended December 31, 2001 filed with the Commission of The Williams Companies, Inc.; o all reports on Form 10-K, Form 10-Q, all reports on Form 8-K and all definitive proxy materials of The Williams Companies, Inc. filed with the Commission subsequent to the filing of the Form 10-K identified above; and o any amendments to any of the foregoing. /s/ Jack D. McCarthy Subscribed and sworn to - ------------------------------- Jack D. McCarthy before me this 13th day of August 13, 2002 August, 2002. /s/ Kathleen M. Henslick ------------------------------------ Notary Public My Commission Expires: 1/31/2005 -------------- -----END PRIVACY-ENHANCED MESSAGE-----