Exhibit 12

The Williams Companies, Inc.
Computation of Ratio of Earnings to Fixed Charges
(Dollars in millions)

	Nine months ended
	September 30, 2004
Earnings:
Income from continuing operations before income taxes	$	39.0
Minority interest in income of consolidated subsidiaries		16.0
Less: Equity earnings		(38.2	)
Income from continuing operations before income taxes, minority interest in income of consolidated subsidiaries and equity earnings		16.8
Add:
Fixed charges:
Interest accrued, including proportionate share from equity-method investees		665.2
Rental expense representative of interest factor		16.6
Total fixed charges:		681.8
Distributed income of equity investees		43.3
Less:
Capitalized interest		(5.7	)
Total earnings as adjusted	$	736.2
Fixed charges	$	681.8
Ratio of earnings to fixed charges		1.08