X0306 4 2014-07-01 0 0001483096 ACCESS MIDSTREAM PARTNERS LP ACMP 0000107263 WILLIAMS COMPANIES INC ONE WILLIAMS CENTER TULSA OK 74172 1 0 1 0 Common Units representing limited partner interests 2014-07-01 4 P 0 48742361 A 88880056 D Convertible Class B Units 0.00 2014-07-01 4 P 0 6340022 A Common Units 6340022 12680044 D On July 1, 2014, pursuant to the purchase agreement dated June 14, 2014, by and among the Reporting Person, GIP II Eagle Holdings Partnership, L.P., GIP II Hawk Holdings Partnership, L.P., GIP II Eagle 2 Holding, L.P. and GIP Hawk 2 Holding, L.P., the Reporting Person acquired 48,742,361 Common Units and 6,340,022 Convertible Class B Units of the Issuer, and 500 limited liability company units, which constitute 50 percent of the outstanding equity interests, of Access Midstream Ventures, L.L.C., the sole member of Access Midstream Partners GP, L.L.C. The consideration for the purchase was $5.995 billion. Each Convertible Class B Unit will become convertible, at the option of the Reporting Person or at the option of the Issuer, into one Common Unit of the Issuer for no additional consideration on the business day after the record date for the distribution on the Issuer's Common Units for the fiscal quarter ending December 31, 2014, on the terms set forth in the First Amended and Restated Agreement of Limited Partnership of the Issuer, as amended. Prior to their conversion, the Convertible Class B Units receive quarterly distributions of additional Convertible Class B Units. Sarah C. Miller, Corporate Secretary 2014-07-01