EX-24. 2 rrd327639_370376.htm POA rrd327639_370376.html
      POWER OF ATTORNEY

Know all by these present, that the undersigned party hereby constitutes and appoints each of
Regina L. Gregory, Vice President, General Counsel and Corporate Secretary of Access
Midstream Partners, L.P. ("Access"), and Amanda B. Warrington, Assistant Corporate Secretary
of Access, signing singly, such party's true and lawful attorney-in-fact to:

(1) execute for and on behalf of such party, all documents relating to the reporting of
beneficial ownership of securities required to be filed with the United States Securities
and Exchange Commission (the "SEC") pursuant to Section 13(d) or Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder (the "Exchange Act"),
including, without limitation, Schedule 13D and Schedule 13G and Form 3, Form 4 and
Form 5 and amendments and successor forms thereto;

(2) do and perform any and all acts for and on behalf of such party that may be necessary
or desirable to complete and execute any such documents, complete and execute any
amendment or amendments thereto, and timely file such documents with the SEC and
any stock exchange, automated quotation system or similar authority; and

(3) take any other action of any type whatsoever in furtherance of the foregoing which, in
the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally
required by, such party, it being understood that the documents executed by such
attorney-in-fact on behalf of such party pursuant to this Power of Attorney shall be in
such form and shall contain such terms and conditions as such attorney-in-fact may
approve in such attorney-in-fact's discretion.

Such party hereby grants to each such attorney-in-fact full power and authority to do and
perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the
exercise of any of the rights and powers herein granted, as fully to all intents and purposes as
such party might or could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute
or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-
fact, in serving in such capacity at the request of such party, are not assuming, nor is Access
assuming, any of the undersigned's responsibilities to comply with the Exchange Act.

This Power of Attorney shall remain in full force and effect until such party is no longer required
to file such documents with respect to such party's holdings of and transactions in securities
issued by Access, unless earlier revoked by such party in a signed writing delivered to the
foregoing attorney-in-fact. This Power of Attorney may be filed with the SEC as a confirming
statement of the authority granted herein.




IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed
as of this 26th day of December, 2012.



By:      /s/ James E. Scheel_____________________
            James E. Scheel