Exhibit 12

The Williams Companies, Inc.
Computation of Ratio of Earnings to Fixed Charges

	Years Ended December 31,
	2005			2004			2003			2002			2001
	(Dollars in millions)
Earnings:
Income (loss) from continuing operations before income taxes and cumulative effect of change in accounting principles	$	531.3		$	224.5		$	(62.8	)	$	(908.7	)	$	1,148.1
Minority interest in income and preferred returns of consolidated subsidiaries		25.7			21.4			19.4			41.8			71.7
Less: Equity earnings		(65.6	)		(49.9	)		(20.3	)		(73.0	)		(22.7	)
Income from continuing operations before income taxes and cumulative effect of change in accounting principles, minority interest in income and preferred returns of consolidated subsidiaries and equity earnings		491.4			196.0			(63.7	)		(939.9	)		1,197.1
Add:
Fixed charges:
Interest accrued, including proportionate share from 50% owned investees		684.7			838.5			1,298.3			1,172.4			700.8
Rental expense representative of interest factor		19.2			19.7			26.7			23.8			23.8
Preferred distributions		—			—			47.8			58.1			95.7
Total fixed charges		703.9			858.2			1,372.8			1,254.3			820.3
Distributed income of equity-method investees		107.7			60.5			21.5			81.3			50.9
Less:
Capitalized interest		(7.2	)		(6.7	)		(45.5	)		(27.3	)		(36.9	)
Preferred distributions		—			—			(47.8	)		(58.1	)		(95.7	)
Total earnings as adjusted	$	1,295.8		$	1,108.0		$	1,237.3		$	310.3		$	1,935.7
Fixed charges		703.9		$	858.2		$	1,372.8		$	1,254.3		$	820.3
Ratio of earnings to fixed charges		1.84			1.29			(a	)		(a	)		2.36

(a) Earnings were inadequate to cover fixed charges by $135.5 million and $944.0 million for the years ended December 31, 2003 and 2002, respectively.