NSA     Netherland, Sewell
        & Associates, Inc.

                                                                    EXHIBIT 23.2




            CONSENT OF INDEPENDENT PETROLEUM ENGINEERS AND GEOLOGISTS

         We hereby consent to the incorporation by reference to our audit
letters dated as of December 31, 2003, each of which is included in the Annual
Report on Form 10-K of The Williams Companies for the year ended December 31,
2003. We also consent to the reference to us under the heading of "Experts" in
such Annual Report.


                                 NETHERLAND, SEWELL & ASSOCIATES, INC.



                                 By: /s/ Frederic D. Sewell
                                     ------------------------------------
                                     Frederic D. Sewell
                                     Chairman and Chief Executive Officer

Dallas, Texas
February 20, 2004