10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2023

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____________ to _____________

Commission file number 1-7584

Transcontinental Gas Pipe Line Company, LLC

(Exact name of registrant as specified in its charter)

Delaware	74-1079400
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
2800 Post Oak Boulevard
Houston, Texas	77056
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (713) 215-2000

NO CHANGE

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act: None

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  þ    No  ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes  þ   No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ¨ Accelerated filer ¨ Non-accelerated filer þ Smaller reporting company ☐ Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  ☐    No  þ

THE REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTIONS H(1)(a) AND (b) OF FORM 10-Q AND IS THEREFORE FILING THIS FORM 10-Q WITH THE REDUCED DISCLOSURE FORMAT.

Transcontinental Gas Pipe Line Company, LLC

Index

	Page
Part I. Financial Information
Item 1. Financial Statements
Statement of Net Income – Three and Six Months Ended June 30, 2023 and 2022	4
Balance Sheet – June 30, 2023 and December 31, 2022	5
Statement of Changes in Member’s Equity – Three and Six Months Ended June 30, 2023 and 2022	7
Statement of Cash Flows – Six Months Ended June 30, 2023 and 2022	8
Notes to Financial Statements	9
Note 1 – Basis of Presentation	9
Note 2 – Revenue Recognition	9
Note 3 – Contingent Liabilities and Commitments	10
Note 4 – Debt and Financing Arrangements	11
Note 5 – ARO Trust	12
Note 6 – Fair Value Measurements	13
Note 7 – Transactions with Affiliates	14
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	15
Item 4. Controls and Procedures	18
Part II. Other Information	18
Item 1. Legal Proceedings	18
Item 1A. Risk Factors	18
Item 6. Exhibits	20

FORWARD-LOOKING STATEMENTS

The reports, filings, and other public announcements of Transcontinental Gas Pipe Line Company, LLC may contain or incorporate by reference statements that do not directly or exclusively relate to historical facts. Such statements are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (Exchange Act). These forward-looking statements relate to anticipated financial performance, management’s plans and objectives for future operations, business prospects, outcome of regulatory proceedings, market conditions, and other matters.

All statements, other than statements of historical facts, included in this report that address activities, events, or developments that we expect, believe, or anticipate will exist or may occur in the future are forward-looking statements. Forward-looking statements can be identified by various forms of words such as “anticipates,” “believes,” “seeks,” “could,” “may,” “should,” “continues,” “estimates,” “expects,” “forecasts,” “intends,” “might,” “goals,” “objectives,” “targets,” “planned,” “potential,” “projects,” “scheduled,” “will,” “assumes,” “guidance,” “outlook,” “in-service date,” or other similar expressions. These forward-looking statements are based on management’s beliefs and assumptions and on information currently available to management and include, among others, statements regarding:

•Our and our affiliates’ future credit ratings;

•Amounts and nature of future capital expenditures;

•Expansion and growth of our business and operations;

•Expected in-service dates for capital projects;

1

•Financial condition and liquidity;

•Business strategy;

•Cash flow from operations or results of operations;

•Rate case filings;

•Natural gas prices, supply, and demand; and

•Demand for our services.

Forward-looking statements are based on numerous assumptions, uncertainties, and risks that could cause future events or results to be materially different from those stated or implied in this report. Many of the factors that will determine these results are beyond our ability to control or predict. Specific factors that could cause actual results to differ from results contemplated by the forward-looking statements include, among others, the following:

•The impact of operational and developmental hazards and unforeseen interruptions;

•Development and rate of adoption of alternative energy sources;

•The strength and financial resources of our competitors and the effects of competition;

•Availability of supplies, including lower than anticipated volumes from third parties, and market demand;

•Volatility of pricing including the effect of lower than anticipated energy commodity prices;

•Changes in maintenance and construction costs, as well as our ability to obtain sufficient construction- related inputs, including skilled labor;

•The impact of existing and future laws and regulations, the regulatory environment, environmental matters, and litigation, as well as our ability to obtain necessary permits and approvals, and achieve favorable rate proceeding outcomes;

•Increasing scrutiny and changing expectations from stakeholders with respect to our environmental, social, and governance practices;

•The physical and financial risks associated with climate change;

•Our exposure to the credit risk of our customers and counterparties;

•Our ability to successfully expand our facilities and operations;

•Whether we are able to successfully identify, evaluate, and timely execute our capital projects and investment opportunities;

•Risks related to financing, including restrictions stemming from debt agreements, future changes in credit ratings as determined by nationally recognized credit rating agencies, and the availability and cost of capital;

•Inflation, interest rates, and general economic conditions (including future disruptions and volatility in the global credit markets and the impact of these events on customers and suppliers);

2

•Our costs for defined benefit pension plans and other postretirement benefit plans sponsored by our affiliates;

•The risks resulting from outbreaks or other public health crises, including COVID-19;

•Changes in the current geopolitical situation, including the Russian invasion of Ukraine;

•Changes in U.S. governmental administration and policies;

•Risks associated with weather and natural phenomena, including climate conditions and physical damage to our facilities;

•Acts of terrorism, cybersecurity incidents, and related disruptions; and

•Additional risks described in our filings with the Securities and Exchange Commission (SEC).

Given the uncertainties and risk factors that could cause our actual results to differ materially from those contained in any forward-looking statement, we caution investors not to unduly rely on our forward-looking statements. We disclaim any obligations to and do not intend to update the above list or announce publicly the result of any revisions to any of the forward-looking statements to reflect future events or developments.

In addition to causing our actual results to differ, the factors listed above and referred to below may cause our intentions to change from those statements of intention set forth in this report. Such changes in our intentions may also cause our results to differ. We may change our intentions, at any time and without notice, based upon changes in such factors, our assumptions, or otherwise.

Because forward-looking statements involve risks and uncertainties, we caution that there are important factors, in addition to those listed above, that may cause actual results to differ materially from those contained in the forward-looking statements. For a detailed discussion of those factors, see Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2022, as filed with the SEC on February 27, 2023 as may be supplemented by disclosure in Part II, Item 1A. Risk Factors in subsequent Quarterly Reports on Form 10-Q.

3

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

Transcontinental Gas Pipe Line Company, LLC

Statement of Net Income

(Unaudited)

	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(Thousands)
Operating Revenues:
Natural gas transportation	$	618,398	$	614,043	$	1,242,138	$	1,235,580
Natural gas storage	45,128		49,159		92,804		93,317
Natural gas sales	55,899		43,371		77,671		59,016
Other	8,358		3,151		21,065		8,279
Total operating revenues	727,783		709,724		1,433,678		1,396,192
Operating Costs and Expenses:
Cost of natural gas sales	55,899		43,371		77,671		59,016
Operation and maintenance	115,179		129,019		245,378		240,315
General and administrative	52,904		57,090		107,678		108,639
Depreciation and amortization	127,568		130,670		252,935		263,232
Taxes — other than income taxes	27,483		25,727		54,141		52,841
Regulatory credit resulting from tax rate changes	(7,688)		(7,688)		(15,376)		(15,376)
Other (income) expense, net	(4,553)		(7,360)		(3,478)		(18,248)
Total operating costs and expenses	366,792		370,829		718,949		690,419
Operating Income	360,991		338,895		714,729		705,773
Other (Income) and Other Expenses:
Interest expense	81,042		82,184		162,138		164,621
Interest income	(22,851)		(4,542)		(43,387)		(5,644)
Allowance for equity and borrowed funds used during construction (AFUDC)	(17,949)		(5,793)		(33,532)		(10,650)
Miscellaneous other (income) expense, net	1,127		1,459		1,097		3,458
Total other (income) and other expenses	41,369		73,308		86,316		151,785
Net Income	$	319,622	$	265,587	$	628,413	$	553,988

See accompanying notes.

4

Transcontinental Gas Pipe Line Company, LLC

Balance Sheet

(Unaudited)

	June 30, 2023		December 31, 2022
	(Thousands)
ASSETS
Current Assets:
Cash	$	—	$	—
Receivables:
Advances to affiliate	1,739,507		1,813,480
Trade	229,103		264,959
Affiliates	5,979		8,205
Other	3,929		2,795
Transportation and exchange gas receivables	21,728		9,256
Inventories:
Materials and supplies, at average cost	45,227		43,738
Gas available for customer nomination, at average cost	37,923		48,289
Gas in storage, at original cost	780		1,079
Regulatory assets	108,229		123,903
Other	8,693		32,838
Total current assets	2,201,098		2,348,542
Property, plant and equipment	18,630,844		18,239,745
Less-Accumulated depreciation and amortization	5,753,977		5,552,377
Total property, plant and equipment, net	12,876,867		12,687,368
Other Assets:
Regulatory assets	288,736		298,793
Right-of-use assets	56,407		59,235
Other	282,679		265,651
Total other assets	627,822		623,679
Total assets	$	15,705,787	$	15,659,589

(continued)

See accompanying notes.

5

Transcontinental Gas Pipe Line Company, LLC

Balance Sheet

(Unaudited)

	June 30, 2023		December 31, 2022
	(Thousands)
LIABILITIES AND MEMBER’S EQUITY
Current Liabilities:
Payables:
Trade	$	200,736	$	184,906
Affiliates	43,384		54,303
Cash overdrafts	10,598		13,589
Transportation and exchange gas payables	13,541		5,140
Accrued liabilities:
Interest	76,150		76,255
Asset retirement obligations	34,622		27,484
Regulatory liabilities	53,650		57,047
Property and other taxes	49,153		30,526
Customer deposits	30,916		28,498
Customer advances	23,376		11,535
Other	25,365		20,462
Long-term debt due within one year	29,849		28,532
Total current liabilities	591,340		538,277
Long-Term Debt	5,242,688		5,251,799
Other Long-Term Liabilities:
Regulatory liabilities	964,742		963,969
Asset retirement obligations	537,482		535,479
Contract liabilities	178,619		183,898
Lease liability	59,376		63,074
Other	12,733		12,699
Total other long-term liabilities	1,752,952		1,759,119
Contingent Liabilities and Commitments (Note 3)
Member’s Equity:
Member’s capital	5,088,499		5,088,499
Retained earnings	3,030,308		3,021,895
Total member’s equity	8,118,807		8,110,394
Total liabilities and member’s equity	$	15,705,787	$	15,659,589

See accompanying notes.

6

Transcontinental Gas Pipe Line Company, LLC

Statement of Changes in Member’s Equity

(Unaudited)

	Three Months Ended June 30,
	2023		2022
	(Thousands)
Member’s Capital:
Balance at beginning and end of period	$	5,088,499	$	5,088,499
Retained Earnings:
Balance at beginning of period	3,020,686		2,990,610
Net income	319,622		265,587
Cash distributions to parent	(310,000)		(250,000)
Balance at end of period	3,030,308		3,006,197
Total Member’s Equity	$	8,118,807	$	8,094,696
	Six Months Ended June 30,
	2023		2022
	(Thousands)
Member’s Capital:
Balance at beginning of period	$	5,088,499	$	4,960,499
Cash contributions from parent	—		128,000
Balance at end of period	5,088,499		5,088,499
Retained Earnings:
Balance at beginning of period	3,021,895		2,759,757
Net income	628,413		553,988
Cash distributions to parent	(620,000)		(307,548)
Balance at end of period	3,030,308		3,006,197
Total Member’s Equity	$	8,118,807	$	8,094,696

See accompanying notes.

7

Transcontinental Gas Pipe Line Company, LLC

Statement of Cash Flows

(Unaudited)

	Six Months Ended June 30,
	2023		2022
	(Thousands)
OPERATING ACTIVITIES:
Net income	$	628,413	$	553,988
Adjustments to reconcile net cash provided (used) by operating activities:
Depreciation and amortization	252,935		263,232
Allowance for equity funds used during construction (equity AFUDC)	(27,296)		(8,555)
Regulatory credit resulting from tax rate changes	(15,376)		(15,376)
Changes in current assets and liabilities:
Affiliate receivables	2,226		(1,753)
Trade and other accounts receivable	34,721		16,255
Transportation and exchange gas receivables	(12,472)		(5,826)
Inventories	9,176		(16,644)
Regulatory assets	15,674		(11,321)
Other current assets	24,145		8,512
Affiliate payables	(10,919)		(16,776)
Trade accounts payable	(50,304)		(9,122)
Transportation and exchange gas payables	8,401		(1,550)
Accrued liabilities	29,584		(6,400)
Other, including changes in long-term assets and liabilities	(10,035)		(11,571)
Net cash provided (used) by operating activities	878,873		737,093
FINANCING ACTIVITIES:
Proceeds from other financing obligations	4,547		5,148
Payments on other financing obligations	(13,840)		(12,412)
Payments for debt issuance costs	—		(16)
Cash distributions to parent	(620,000)		(307,548)
Cash contributions from parent	—		128,000
Net cash provided (used) by financing activities	(629,293)		(186,828)
INVESTING ACTIVITIES:
Property, plant and equipment:
Capital expenditures (1)	(312,521)		(185,045)
Contributions and advances for construction costs, net	15,880		(2,279)
Disposal of property, plant and equipment, net	(20,513)		(14,028)
Advances to affiliate, net	73,973		(340,945)
Purchase of ARO Trust investments	(10,830)		(10,127)
Proceeds from sale of ARO Trust investments	4,431		2,159
Net cash provided (used) by investing activities	(249,580)		(550,265)
Increase (decrease) in cash	—		—
Cash at beginning of period	—		—
Cash at end of period	$	—	$	—
_______________________
(1)       Increases to property, plant and equipment, exclusive of equity AFUDC	$	(377,371)	$	(187,384)
Changes in related accounts payable and accrued liabilities	64,850		2,339
Capital expenditures	$	(312,521)	$	(185,045)

See accompanying notes.

8

Transcontinental Gas Pipe Line Company, LLC

Notes to Financial Statements

(Unaudited)

Note 1 – Basis of Presentation

In this report, Transcontinental Gas Pipe Line Company, LLC (Transco) is at times referred to in the first person as “we,” “us” or “our.”

Transco is indirectly owned by The Williams Companies, Inc. (Williams), a publicly traded Delaware corporation. We own and operate an interstate natural gas pipeline system that is regulated by the Federal Energy Regulatory Commission (FERC).

General

Our accompanying interim financial statements do not include all the notes in our annual financial statements and, therefore, should be read in conjunction with our financial statements and notes thereto for the year ended December 31, 2022, in our Annual Report on Form 10-K. The accompanying unaudited financial statements include all normal recurring adjustments and others that, in the opinion of management, are necessary to present fairly our interim financial statements.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in our financial statements and accompanying notes. Actual results could differ from those estimates.

Note 2 – Revenue Recognition

Revenue by Category

Our revenue disaggregation by major service line includes Natural gas transportation, Natural gas storage, Natural gas sales, and Other, which are separately presented on the Statement of Net Income.

Contract Liabilities

The following table presents a reconciliation of our contract liabilities:

	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(Thousands)
Balance at beginning of period	$	191,826	$	202,392	$	194,464	$	205,030
Recognized in revenue	(2,641)		(2,641)		(5,279)		(5,279)
Balance at end of period	$	189,185	$	199,751	$	189,185	$	199,751

9

Notes (Continued) Table of Contents

Remaining Performance Obligations

Our remaining performance obligations primarily include reservation charges on contracted capacity on our firm transportation and storage contracts with customers. Amounts from certain contracts included in the table below, which are subject to periodic review and approval by the FERC, reflect the rates for such services in our current FERC tariffs for the life of the related contracts; however, these rates may change based on future tariffs approved by the FERC. This table excludes the variable consideration component for commodity charges. Certain of our contracts contain evergreen and other renewal provisions for periods beyond the initial term of the contract. The remaining performance obligations as of June 30, 2023 do not consider potential future performance obligations for which the renewal has not been exercised and exclude contracts with customers for which the underlying facilities have not received FERC authorization to be placed into service.

The following table presents the amount of the contract liabilities balance expected to be recognized as revenue when performance obligations are satisfied and the transaction price allocated to the remaining performance obligations under certain contracts as of June 30, 2023.

	Contract Liabilities		Remaining Performance Obligations
	(Thousands)
2023 (six months)	$	5,286	$	1,254,753
2024 (one year)	10,568		2,405,611
2025 (one year)	10,566		2,260,166
2026 (one year)	10,566		1,947,179
2027 (one year)	10,566		1,645,657
Thereafter	141,633		10,795,163
Total	$	189,185	$	20,308,529

Accounts Receivable

Receivables from contracts with customers are included within Receivables - Trade and Receivables - Affiliates, and receivables that are not related to contracts with customers are included within the balance of Receivables - Advances to affiliate and Receivables - Other on our Balance Sheet.

Note 3 – Contingent Liabilities and Commitments

Environmental Matters

We have had studies underway for many years to test some of our facilities for the presence of toxic and hazardous substances such as polychlorinated biphenyls (PCBs) and mercury to determine to what extent, if any, remediation may be necessary. We have also similarly evaluated past on-site disposal of hydrocarbons at a number of our facilities. We have worked closely with and responded to data requests from the U.S. Environmental Protection Agency (EPA) and state agencies regarding such potential contamination of certain of our sites. We are conducting environmental assessments and implementing a variety of remedial measures that may result in increases or decreases in the total estimated costs. We also have a program for monitoring certain environmental activities at our Eminence storage facility. At June 30, 2023, we had a liability of approximately $11.7 million for the expected ongoing remediation and monitoring costs, $1.5 million recorded in Accrued liabilities - Other and $10.2 million recorded in Other Long-Term Liabilities - Other on the Balance Sheet. At December 31, 2022, we had a liability of approximately $11.8 million for the expected ongoing remediation and monitoring costs, $1.4 million recorded in Accrued liabilities - Other and $10.4 million recorded in Other Long-Term Liabilities - Other on the Balance Sheet.

10

Notes (Continued) Table of Contents

We have been identified as a potentially responsible party (PRP) at various Superfund and state waste disposal sites. Based on present volumetric estimates and other factors, our estimated aggregate exposure for remediation of these sites is less than $0.5 million. The estimated remediation costs for all of these sites are included in the environmental liabilities discussed above. Liability under the Comprehensive Environmental Response, Compensation and Liability Act and applicable state law can be joint and several with other PRPs. Although volumetric allocation is a factor in assessing liability, it is not necessarily determinative; thus, the ultimate liability could be substantially greater than the amounts described above.

The EPA and various state regulatory agencies routinely propose and promulgate new rules, and issue updated guidance to existing rules. These rulemakings include, but are not limited to, rules for reciprocating internal combustion engine and combustion turbine maximum achievable control technology, review and updates to the National Ambient Air Quality Standards, and rules for new and existing source performance standards for volatile organic compounds and methane. We continuously monitor these regulatory changes and how they may impact our operations. Implementation of new or modified regulations may result in impacts to our operations and increase the cost of additions to Total property, plant, and equipment, net on the Balance Sheet for both new and existing facilities in affected areas; however, due to regulatory uncertainty on final rule content and applicability timeframes, we are unable to reasonably estimate the cost of these regulatory impacts at this time.

We consider prudently incurred environmental assessment and remediation costs and the costs associated with compliance with environmental standards to be recoverable through rates. Historically, with limited exceptions, we have been permitted recovery of environmental costs, and it is our intent to continue seeking recovery of such costs through future rate filings.

Other Matters

Various other proceedings are pending against us and are considered incidental to our operations.

Summary

We have disclosed all significant matters for which we are unable to reasonably estimate a range of possible loss. We estimate that for all matters for which we are able to reasonably estimate a range of loss, including those noted above and others that are not individually significant, our aggregate reasonably possible losses beyond amounts accrued for all of our contingent liabilities are immaterial to our expected future annual results of operations, liquidity and financial position. These calculations have been made without consideration of any potential recovery from third parties.

Note 4 – Debt and Financing Arrangements

Credit Facility

We, along with Williams and Northwest Pipeline LLC (Northwest), are party to a credit agreement with aggregate commitments available of $3.75 billion, with up to an additional $500 million increase in aggregate commitments available under certain circumstances. In the second quarter of 2023, the maturity date of our credit agreement was extended one year and now expires October 8, 2027. One participating lender, Credit Suisse AG, New York Branch, with a commitment of approximately $194 million did not extend their commitment beyond October 8, 2026. The amended credit agreement allows the co-borrowers to request up to two extensions of the maturity date each for an additional one-year period to allow a maturity date as late as October 8, 2029, under certain circumstances. Additionally, the amended credit agreement replaces the London Interbank Offered Rate with Term Secured Overnight Financing Rate as the benchmark interest rate index. We and Northwest are each able to borrow up to $500 million under the credit facility to the extent not otherwise utilized by the other co-borrowers. At June 30, 2023, no letters of credit have been issued and no loans were outstanding under the credit facility.

11

Notes (Continued) Table of Contents

Commercial Paper

Williams participates in a $3.5 billion commercial paper program, and Williams’ management considers amounts outstanding under this program to be a reduction of available capacity under the credit facility. At June 30, 2023, Williams had no outstanding commercial paper.

Other Financing Obligations

Dalton Expansion Project

During the first six months of 2023, we received an additional $0.3 million of funding from a co-owner for its proportionate share of construction costs related to its undivided ownership interest in certain parts of the project. This additional funding is reflected in Long-Term Debt on the Balance Sheet. At June 30, 2023 and December 31, 2022, the amount included in Long-Term Debt on the Balance Sheet for this financing obligation was $248.2 million and $249.4 million, respectively, and the amount included in Long-term debt due within one year on the Balance Sheet for this financing obligation was $2.9 million and $2.8 million, respectively.

Atlantic Sunrise Project

During the first six months of 2023 and 2022, we received an additional $4.3 million and $1.3 million, respectively, of funding from a co-owner for its proportionate share of construction costs related to its undivided ownership interest in certain parts of the project. This additional funding is reflected in Long-Term Debt on the Balance Sheet. At June 30, 2023 and December 31, 2022, the amount included in Long-Term Debt on the Balance Sheet for this financing obligation was $775.7 million and $784.6 million, respectively, and the amount included in Long-term debt due within one year on the Balance Sheet for this financing obligation was $25.8 million and $24.6 million, respectively.

Leidy South Project

During the first six months of 2022, we received an additional $3.9 million of funding from a co-owner for its proportionate share of construction costs related to its undivided joint ownership interest in certain parts of the project. This additional funding is reflected in Long-Term Debt on the Balance Sheet. At June 30, 2023 and December 31, 2022, the amount included in Long-Term Debt on the Balance Sheet for this financing obligation was $75.6 million and $76.2 million, respectively, and the amount included in Long-term debt due within one year on the Balance Sheet for this financing obligation was $1.1 million and $1.1 million, respectively.

Note 5 – ARO Trust

We are entitled to collect in rates the amounts necessary to fund our asset retirement obligations (ARO). We deposit monthly, into an external trust account (ARO Trust), the revenues specifically designated for AROs. The ARO Trust carries a moderate risk portfolio. The Money Market Funds held in our ARO Trust are considered investments. The financial instruments held in our ARO Trust are measured at fair value and reported in Other Assets - Other on the Balance Sheet. However, in accordance with ASC Topic 980, Regulated Operations, both realized and unrealized gains and losses of the ARO Trust are ultimately recorded as regulatory assets or liabilities.

Pursuant to the approved stipulation and agreement in Docket No. RP18-1126 the annual funding obligation effective March 31, 2020 is approximately $16.0 million, with deposits made monthly.

12

Notes (Continued) Table of Contents

Investments within the ARO Trust were as follows (in millions): 

	June 30, 2023				December 31, 2022
	Amortized Cost Basis		Fair Value		Amortized Cost Basis		Fair Value
Money Market Funds	$	22.8	$	22.8	$	16.4	$	16.4
U.S. Equity Funds	52.6		110.8		52.7		96.1
International Equity Funds	31.7		38.0		31.6		35.2
Municipal Bond Funds	87.7		82.8		87.7		82.0
Total	$	194.8	$	254.4	$	188.4	$	229.7

Note 6 – Fair Value Measurements

The following table presents, by level within the fair value hierarchy, certain of our significant financial assets and liabilities. The carrying values of short-term financial assets that have variable interest rates (advances to affiliate), accounts receivable and accounts payable approximate fair value because of the short-term nature of these instruments. Therefore, these assets and liabilities are not presented in the following table.

					Fair Value Measurements Using
	Carrying Amount		Fair Value		Quoted Prices In Active Markets for Identical Assets (Level  1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(Millions)
Assets (liabilities) at June 30, 2023:
Measured on a recurring basis:
ARO Trust investments	$	254.4	$	254.4	$	254.4	$	—	$	—
Additional disclosures:
Long-term debt, including current portion	(5,272.5)		(5,340.9)		—		(5,340.9)		—
Assets (liabilities) at December 31, 2022:
Measured on a recurring basis:
ARO Trust investments	$	229.7	$	229.7	$	229.7	$	—	$	—
Additional disclosures:
Long-term debt, including current portion	(5,280.3)		(5,361.7)		—		(5,361.7)		—

Fair Value Methods

The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value:

ARO Trust investments: We deposit a portion of our collected rates, pursuant to the terms of the Docket No. RP18-1126 rate case settlement, into the ARO Trust, which is specifically designated to fund future AROs. The ARO Trust invests in a portfolio of actively traded mutual funds that are measured at fair value on a recurring basis based on quoted prices in an active market and are reported in Other Assets - Other on the Balance Sheet. However, both realized and unrealized gains and losses are ultimately recorded as regulatory assets or liabilities. See Note 5 – ARO Trust for more information.

13

Notes (Continued) Table of Contents

Long-term debt, including current portion: The disclosed fair value of our long-term debt is determined primarily by a market approach using broker quoted indicative period-end bond prices. The quoted prices are based on observable transactions in less active markets for our debt or similar instruments. The fair value of the financing obligations associated with our Dalton, Atlantic Sunrise and Leidy South projects were determined using an income approach (see Note 4 – Debt and Financing Arrangements).

Note 7 – Transactions with Affiliates

We are a participant in Williams’ cash management program, and we make advances to and receive advances from Williams. Our advances to Williams totaled approximately $1.7 billion and $1.8 billion at June 30, 2023 and December 31, 2022, respectively. These advances are represented by demand notes and are classified as Receivables - Advances to affiliate on the Balance Sheet. The interest rate on these intercompany demand notes is based upon the daily overnight investment rate paid on Williams’ excess cash at the end of each month, which was approximately 4.9 percent at June 30, 2023. The interest income from these advances was $21.2 million and $40.5 million for the three and six months ended June 30, 2023, respectively, and $3.3 million and $3.5 million for the three and six months ended June 30, 2022, respectively. Such interest income is included in Other (Income) and Other Expenses - Interest income on the Statement of Net Income.

Included in Operating Revenues on the Statement of Net Income are revenues received from affiliates of $13.8 million and $26.0 million for the three and six months ended June 30, 2023, respectively, and $22.6 million and $43.7 million for the three and six months ended June 30, 2022, respectively.

Included in Cost of natural gas sales on the Statement of Net Income are costs of gas purchased from affiliates of $0.9 million and $4.3 million for the three and six months ended June 30, 2023, respectively, and $1.8 million and $7.2 million for the three and six months ended June 30, 2022, respectively. All gas purchases are made at market or contract prices.

We have no employees. Services necessary to operate our business are provided to us by Williams and certain affiliates of Williams. We reimburse Williams and its affiliates for all direct and indirect expenses incurred or payments made (including salary, bonus, incentive compensation and benefits) in connection with these services. Employees of Williams also provide general, administrative and management services to us, and we are charged for certain administrative expenses incurred by Williams. These charges are either directly identifiable or allocated to our assets. Direct charges are for goods and services provided by Williams at our request. Allocated charges are based on a three-factor formula, which considers revenues; property, plant and equipment; and payroll. In management’s estimation, the allocation methodologies used are reasonable and result in a reasonable allocation to us of our costs of doing business incurred by Williams. We have recorded $76.4 million and $160.5 million for the three and six months ended June 30, 2023, respectively, and $87.4 million and $167.0 million for the three and six months ended June 30, 2022, respectively, for these service expenses, which are primarily included in Operation and maintenance and General and administrative expenses on the Statement of Net Income.

We provide services to certain of our affiliates. We recorded reductions in operating expenses for services provided to and reimbursed by our affiliates of $4.2 million and $7.0 million for the three and six months ended June 30, 2023, respectively, and $2.1 million and $3.7 million for the three and six months ended June 30, 2022, respectively.

During July 2023, we declared and paid a cash distribution of $300 million to our parent.

14

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

General

The following discussion should be read in conjunction with our historical Financial Statements and accompanying notes and Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our 2022 Annual Report on Form 10-K and with the Financial Statements and accompanying notes contained in this Form 10-Q.

Results of Operations

This analysis discusses financial results of our operations for the six-month periods ended June 30, 2023 and 2022. Variances due to the changes in natural gas prices and transportation volumes have little impact on revenues, because under our rate design methodology, the majority of overall cost of service is recovered through firm capacity reservation charges in our transportation rates.

We have cash out sales, which settle gas imbalances with shippers. In the course of providing transportation services to customers, we may receive different quantities of gas from shippers than the quantities delivered on behalf of those shippers. Additionally, we transport gas on various pipeline systems, which may deliver different quantities of gas on our behalf than the quantities of gas received from us. These transactions result in gas transportation and exchange imbalance receivables and payables. Our tariff includes a method whereby the majority of transportation imbalances are settled on a monthly basis through cash out sales or purchases. The cash out sales have no impact on our operating income.

Net Income for the first six months of 2023 of $628.4 million increased by $74.4 million (13 percent) when compared to the $554.0 million recognized during the first six months of 2022 due to the following significant variances:

Operating Revenues increased $37.5 million (3 percent) due primarily to:

•$18.7 million increase in Natural gas sales due to higher cash out volumes, partially offset by lower pricing (offset in Operating Costs and Expenses resulting in no net impact on our results of operations);

•$12.8 million increase in Other revenues primarily due to higher park and loan services; and

•$6.6 million increase in Natural gas transportation primarily due to higher short-term firm transportation.

Operating Costs and Expenses, excluding the Cost of natural gas sales, which directly offsets Natural gas sales in Operating Revenues, increased $9.9 million (2 percent). This increase was primarily attributable to:

•$14.8 million unfavorable change in Other (income) expense, net driven by a decrease in the deferral of ARO-related depreciation of $15.7 million (offset in Depreciation and amortization resulting in no net impact on our results of operations); and

•$5.1 million increase in Operation and maintenance costs primarily resulting from $10.3 million increase in costs related to outside services for pipeline inspection, right-of-way management, compressor station maintenance, partially offset by lower employee-related labor and benefits costs of $4.0 million and lower power-related costs of $2.4 million; partially offset by

•$10.3 million decrease in Depreciation and amortization primarily as a result of a decrease in ARO-related depreciation (offset in Other (income) expense, net resulting in no net impact on our results of operations), partially offset by an increase in additional assets placed into service.

Other (Income) and Other Expenses had a favorable change of $65.5 million primarily due to an increase of $37.0 million in affiliated interest income on our advances to Williams due to rising interest rates and a favorable change of $22.9 million in allowance for funds used during construction as a result of increased capital expenditures.

15

Management’s Discussion and Analysis (Continued) Table of Contents

Pipeline Expansion Projects

Regional Energy Access

The Regional Energy Access Expansion involves an expansion of our existing natural gas transmission system to provide incremental firm transportation capacity from receipt points in northeastern Pennsylvania to multiple delivery points in Pennsylvania, New Jersey, and Maryland. In January 2023, we received approval from the FERC for the project. We plan to place a portion of the project in service as early as the fourth quarter of 2023 and the remainder of the project in service by the fourth quarter of 2024. The project is expected to increase capacity by 829 thousand dekatherms per day (Mdth/d).

Southside Reliability Enhancement

The Southside Reliability Enhancement Project is an incremental expansion of our existing natural gas transmission system to provide firm transportation capacity from receipt points in Virginia and North Carolina to delivery points in North Carolina. In July 2023, we received approval from the FERC for the project. We plan to place the project into service as early as the fourth quarter of 2024 assuming timely receipt of all necessary regulatory approvals. The project is expected to increase capacity by 423.4 Mdth/d.

Texas to Louisiana Energy Pathway

The Texas to Louisiana Energy Pathway Project involves an expansion of our existing natural gas transmission system to provide firm transportation capacity from receipt points in south Texas to delivery points in Texas and Louisiana. We filed our certificate application for the project with the FERC on August 9, 2022. We plan to place the project into service as early as the first quarter of 2025, assuming timely receipt of all necessary regulatory approvals. The project is expected to provide 364.4 Mdth/d of new firm transportation service through a combination of increasing capacity, converting interruptible capacity to firm, and utilizing existing capacity.

Southeast Energy Connector

The Southeast Energy Connector Project is an expansion of our existing natural gas transmission system to provide incremental firm transportation capacity from receipt points in Mississippi and Alabama to a delivery point in Alabama. We filed our certificate application for the project with the FERC on August 22, 2022. We plan to place the project into service in the fourth quarter of 2024, assuming timely receipt of all necessary regulatory approvals. The project is expected to increase capacity by 150 Mdth/d.

Commonwealth Energy Connector

The Commonwealth Energy Connector Project involves an expansion of our existing natural gas transmission system to provide incremental firm transportation capacity in Virginia. We filed our certificate application for the project with the FERC on August 24, 2022. We plan to place the project into service as early as the fourth quarter of 2025, assuming timely receipt of all necessary regulatory approvals. The project is expected to increase capacity by 105 Mdth/d.

16

Management’s Discussion and Analysis (Continued) Table of Contents

Alabama Georgia Connector

The Alabama Georgia Connector Project involves an expansion of our existing natural gas transmission system to provide incremental firm transportation capacity from our Station 85 pooling point in Alabama to customers in Georgia. We filed our certificate application for the project with the FERC on April 19, 2023. We plan to place the project into service as early as the fourth quarter of 2025, assuming timely receipt of all necessary regulatory approvals. The project is expected to increase capacity by 63.8 Mdth/d.

Carolina Market Link

The Carolina Market Link Project involves an expansion of our existing natural gas transmission system to provide incremental firm transportation capacity from receipt points in Virginia to delivery points in South Carolina. We filed our prior notice application for the project with the FERC on May 31, 2023. We plan to place the project into service as early as the first quarter of 2024, assuming timely receipt of all necessary regulatory approvals. The project is expected to increase capacity by 78 Mdth/d.

17

Item 4. Controls and Procedures

Disclosure Controls and Procedures

Our management, including our Senior Vice President and our Vice President and Chief Accounting Officer, does not expect that our disclosure controls and procedures (as defined in Rules 13a - 15(e) and 15d - 15(e) of the Securities Exchange Act, as amended) (Disclosure Controls) or our internal control over financial reporting (Internal Controls) will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected. We monitor our Disclosure Controls and Internal Controls and make modifications as necessary; our intent in this regard is that the Disclosure Controls and Internal Controls will be modified as systems change and conditions warrant.

Evaluation of Disclosure Controls and Procedures

An evaluation of the effectiveness of the design and operation of our Disclosure Controls was performed as of the end of the period covered by this report. This evaluation was performed under the supervision and with the participation of our management, including our Senior Vice President and our Vice President and Chief Accounting Officer. Based upon that evaluation, our Senior Vice President and our Vice President and Chief Accounting Officer concluded that these Disclosure Controls are effective at a reasonable assurance level.

Changes in Internal Control over Financial Reporting

There have been no changes during the second quarter of 2023 that have materially affected, or are reasonably likely to materially affect, our Internal Control over Financial Reporting.

PART II — OTHER INFORMATION.

Item 1. Legal Proceedings

Environmental

While it is not possible for us to predict the final outcome of any pending legal proceedings involving governmental authorities under federal, state, and local laws regulating the discharge of materials into the environment, we do not anticipate a material effect on our financial position if we were to receive an unfavorable outcome in any one or more of such proceedings. Our threshold for disclosing material environmental legal proceedings involving a governmental authority where potential monetary sanctions are involved is $1 million.

Other

The additional information called for by this item is provided in Note 3 – Contingent Liabilities and Commitments, included in the Notes to Financial Statements included under Part I, Item 1. Financial Statements of this Form 10-Q, which information is incorporated by reference into this item.

18

Item 1A. Risk Factors

Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2022, includes certain risk factors that could materially affect our business, financial condition, or future results. Those Risk Factors have not materially changed.

19

Item 6. Exhibits

The following instruments are included as exhibits to this report.

Exhibit Number	Description
2	Certificate of Conversion dated December 22, 2008 and effective December 31, 2008 (filed on February 24, 2011 as Exhibit 2.1 to our annual report on Form 10-K (File No. 001-07584) and incorporated herein by reference).
3.1	Certificate of Formation dated December 22, 2008 and effective December 31, 2008 (filed on February 24, 2011 as Exhibit 3.1 to our annual report on Form 10-K (File No. 001-07584) and incorporated herein by reference).
3.2	Amended and Restated Operating Agreement of Transcontinental Gas Pipe Line Company, LLC dated February 17, 2010 (filed on October 28, 2010 as Exhibit 3.2 to our quarterly report on Form 10-Q (File No. 001-07584) and incorporated herein by reference).
31.1*	Certification of Principal Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) promulgated under the Securities Exchange Act of 1934, as amended, and Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*	Certification of Principal Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) promulgated under the Securities Exchange Act of 1934, as amended, and Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32**	Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*	XBRL Instance Document. The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document.
101.SCH*	XBRL Taxonomy Extension Schema.
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase.
101.DEF*	XBRL Taxonomy Extension Definition Linkbase.
101.LAB*	XBRL Taxonomy Extension Label Linkbase.
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase.
104*	Cover Page Interactive Data File. The cover page interactive data file does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document (contained in Exhibit 101).

*	Filed herewith.
**	Furnished herewith.

20

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

		TRANSCONTINENTAL GAS PIPE LINE COMPANY, LLC (Registrant)
Date:	August 2, 2023	By:	/s/ Billeigh W. Mark
			Billeigh W. Mark
			Controller
			(Principal Accounting Officer)

EX-31.1

Exhibit 31.1

SECTION 302 CERTIFICATION

I, Chad A. Teply, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Transcontinental Gas Pipe Line Company, LLC;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 2, 2023

By:	/s/ Chad A. Teply
	Chad A. Teply
	Senior Vice President
	(Principal Executive Officer)

EX-31.2

Exhibit 31.2

SECTION 302 CERTIFICATION

I, Mary A. Hausman, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Transcontinental Gas Pipe Line Company, LLC;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 2, 2023

By:	/s/ Mary A. Hausman
	Mary A. Hausman
	Vice President and Chief Accounting Officer
	(Principal Financial Officer)

EX-32

Exhibit 32

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Transcontinental Gas Pipe Line Company, LLC (the “Company”) on Form 10-Q for the period ending June 30, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned hereby certifies, in his capacity as an officer of the Company, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that to his knowledge:

(1)The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Chad A. Teply

Chad A. Teply

Senior Vice President

August 2, 2023

/s/ Mary A. Hausman

Mary A. Hausman

Vice President and Chief Accounting Officer

August 2, 2023

A signed original of this written statement required by Section 906 has been provided to, and will be retained by, the Company and furnished to the Securities and Exchange Commission or its staff upon request.

The foregoing certification is being furnished to the Securities and Exchange Commission as an exhibit to the Report and shall not be considered filed as part of the Report.

XML

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2023	Aug. 02, 2023
Document and Entity Information [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2023
Document Transition Report	false
Entity File Number	1-7584
Entity Registrant Name	Transcontinental Gas Pipe Line Company, LLC
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	74-1079400
Entity Address, Address Line One	2800 Post Oak Boulevard
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77056
City Area Code	713
Local Phone Number	215-2000
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Central Index Key	0000099250
Amendment Flag	false
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q2
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		0

XML

Statement of Net Income (Unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Operating Revenues:
Revenues	$ 727,783	$ 709,724	$ 1,433,678	$ 1,396,192
Operating Costs and Expenses:
Cost of natural gas sales	55,899	43,371	77,671	59,016
Operation and maintenance	115,179	129,019	245,378	240,315
General and administrative	52,904	57,090	107,678	108,639
Depreciation and amortization	127,568	130,670	252,935	263,232
Taxes — other than income taxes	27,483	25,727	54,141	52,841
Regulatory credit resulting from tax rate changes	(7,688)	(7,688)	(15,376)	(15,376)
Other (income) expense, net	(4,553)	(7,360)	(3,478)	(18,248)
Total operating costs and expenses	366,792	370,829	718,949	690,419
Operating Income	360,991	338,895	714,729	705,773
Other (Income) and Other Expenses:
Interest expense	81,042	82,184	162,138	164,621
Interest income	(22,851)	(4,542)	(43,387)	(5,644)
Allowance for equity and borrowed funds used during construction (AFUDC)	(17,949)	(5,793)	(33,532)	(10,650)
Miscellaneous other (income) expense, net	1,127	1,459	1,097	3,458
Total other (income) and other expenses	41,369	73,308	86,316	151,785
Net Income	319,622	265,587	628,413	553,988
Natural gas transportation
Operating Revenues:
Revenues	618,398	614,043	1,242,138	1,235,580
Natural gas storage
Operating Revenues:
Revenues	45,128	49,159	92,804	93,317
Natural gas sales
Operating Revenues:
Revenues	55,899	43,371	77,671	59,016
Other
Operating Revenues:
Revenues	$ 8,358	$ 3,151	$ 21,065	$ 8,279

XML

Balance Sheet (Unaudited) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Current Assets:
Cash	$ 0	$ 0
Receivables:
Other	3,929	2,795
Transportation and exchange gas receivables	21,728	9,256
Inventories:
Materials and supplies, at average cost	45,227	43,738
Gas available for customer nomination, at average cost	37,923	48,289
Gas in storage, at original cost	780	1,079
Regulatory assets	108,229	123,903
Other	8,693	32,838
Total current assets	2,201,098	2,348,542
Property, plant and equipment	18,630,844	18,239,745
Less-Accumulated depreciation and amortization	5,753,977	5,552,377
Total property, plant and equipment, net	12,876,867	12,687,368
Other Assets:
Regulatory assets	288,736	298,793
Right-of-use assets	56,407	59,235
Other	282,679	265,651
Total other assets	627,822	623,679
Total assets	15,705,787	15,659,589
Payables:
Trade	200,736	184,906
Cash overdrafts	10,598	13,589
Transportation and exchange gas payables	13,541	5,140
Accrued liabilities:
Interest	76,150	76,255
Asset retirement obligations	34,622	27,484
Regulatory liabilities	53,650	57,047
Property and other taxes	49,153	30,526
Customer deposits	30,916	28,498
Customer advances	23,376	11,535
Other	25,365	20,462
Long-term debt due within one year	29,849	28,532
Total current liabilities	591,340	538,277
Long-Term Debt	5,242,688	5,251,799
Other Long-Term Liabilities:
Regulatory liabilities	964,742	963,969
Asset retirement obligations	537,482	535,479
Contract liabilities	178,619	183,898
Lease liability	59,376	63,074
Other	12,733	12,699
Total other long-term liabilities	1,752,952	1,759,119
Contingent Liabilities and Commitments (Note 3)
Member’s Equity:
Member’s capital	5,088,499	5,088,499
Retained earnings	3,030,308	3,021,895
Total member’s equity	8,118,807	8,110,394
Total liabilities and member’s equity	15,705,787	15,659,589
Related Party [Member]
Receivables:
Advances to affiliate	1,739,507	1,813,480
Trade	5,979	8,205
Affiliates	5,979	8,205
Payables:
Affiliates	43,384	54,303
Nonrelated Party [Member]
Receivables:
Trade	229,103	264,959
Affiliates	$ 229,103	$ 264,959

XML

Statement of Changes in Member's Equity (Unaudited) - USD ($) $ in Thousands	Total	Member's Capital	Retained Earnings
Balance at beginning of period at Dec. 31, 2021		$ 4,960,499	$ 2,759,757
Cash contributions from parent	$ 128,000	128,000
Net income	553,988		553,988
Cash distributions to parent	(307,548)		(307,548)
Balance at end of period at Jun. 30, 2022	8,094,696	5,088,499	3,006,197
Balance at beginning of period at Mar. 31, 2022		5,088,499	2,990,610
Net income	265,587		265,587
Cash distributions to parent			(250,000)
Balance at end of period at Jun. 30, 2022	8,094,696	5,088,499	3,006,197
Balance at beginning of period at Dec. 31, 2022	8,110,394	5,088,499	3,021,895
Cash contributions from parent	0	0
Net income	628,413		628,413
Cash distributions to parent	(620,000)		(620,000)
Balance at end of period at Jun. 30, 2023	8,118,807	5,088,499	3,030,308
Balance at beginning of period at Mar. 31, 2023		5,088,499	3,020,686
Net income	319,622		319,622
Cash distributions to parent			(310,000)
Balance at end of period at Jun. 30, 2023	$ 8,118,807	$ 5,088,499	$ 3,030,308

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Statement of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
OPERATING ACTIVITIES:
Net income	$ 628,413	$ 553,988
Adjustments to reconcile net cash provided (used) by operating activities:
Depreciation and amortization	252,935	263,232
Allowance for equity funds used during construction (equity AFUDC)	(27,296)	(8,555)
Regulatory credit resulting from tax rate changes	(15,376)	(15,376)
Changes in current assets and liabilities:
Affiliate receivables	2,226	(1,753)
Trade and other accounts receivable	34,721	16,255
Transportation and exchange gas receivables	(12,472)	(5,826)
Inventories	9,176	(16,644)
Regulatory assets	15,674	(11,321)
Other current assets	24,145	8,512
Affiliate payables	(10,919)	(16,776)
Trade accounts payable	(50,304)	(9,122)
Transportation and exchange gas payables	8,401	(1,550)
Accrued liabilities	29,584	(6,400)
Other, including changes in long-term assets and liabilities	(10,035)	(11,571)
Net cash provided (used) by operating activities	878,873	737,093
FINANCING ACTIVITIES:
Proceeds from other financing obligations	4,547	5,148
Payments on other financing obligations	(13,840)	(12,412)
Payments for debt issuance costs	0	(16)
Cash distributions to parent	(620,000)	(307,548)
Cash contributions from parent	0	128,000
Net cash provided (used) by financing activities	(629,293)	(186,828)
Property, plant and equipment:
Capital expenditures	(312,521)	(185,045)
Contributions and advances for construction costs, net	15,880	(2,279)
Disposal of property, plant and equipment, net	(20,513)	(14,028)
Advances to affiliate, net	73,973	(340,945)
Purchase of ARO Trust investments	(10,830)	(10,127)
Proceeds from sale of ARO Trust investments	4,431	2,159
Net cash provided (used) by investing activities	(249,580)	(550,265)
Increase (decrease) in cash	0	0
Cash at beginning of period	0	0
Cash at end of period	0	0
Additional Cash Flow Elements and Supplemental Cash Flow Information [Abstract]
Increases to property, plant and equipment, exclusive of equity AFUDC	(377,371)	(187,384)
Changes in related accounts payable and accrued liabilities	64,850	2,339
Capital expenditures	$ (312,521)	$ (185,045)

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Basis of Presentation (Notes)

6 Months Ended

Jun. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

Basis of Presentation

In this report, Transcontinental Gas Pipe Line Company, LLC (Transco) is at times referred to in the first person as “we,” “us” or “our.”

Transco is indirectly owned by The Williams Companies, Inc. (Williams), a publicly traded Delaware corporation. We own and operate an interstate natural gas pipeline system that is regulated by the Federal Energy Regulatory Commission (FERC).

General

Our accompanying interim financial statements do not include all the notes in our annual financial statements and, therefore, should be read in conjunction with our financial statements and notes thereto for the year ended December 31, 2022, in our Annual Report on Form 10-K. The accompanying unaudited financial statements include all normal recurring adjustments and others that, in the opinion of management, are necessary to present fairly our interim financial statements.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in our financial statements and accompanying notes. Actual results could differ from those estimates.

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Revenue Recognition (Notes)

6 Months Ended

Jun. 30, 2023

Revenue from Contract with Customer [Abstract]

Revenue Recognition

Revenue Recognition

Revenue by Category

Our revenue disaggregation by major service line includes Natural gas transportation, Natural gas storage, Natural gas sales, and Other, which are separately presented on the Statement of Net Income.

Contract Liabilities

The following table presents a reconciliation of our contract liabilities:

	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(Thousands)
Balance at beginning of period	$	191,826	$	202,392	$	194,464	$	205,030
Recognized in revenue	(2,641)		(2,641)		(5,279)		(5,279)
Balance at end of period	$	189,185	$	199,751	$	189,185	$	199,751

Remaining Performance Obligations

Our remaining performance obligations primarily include reservation charges on contracted capacity on our firm transportation and storage contracts with customers. Amounts from certain contracts included in the table below, which are subject to periodic review and approval by the FERC, reflect the rates for such services in our current FERC tariffs for the life of the related contracts; however, these rates may change based on future tariffs approved by the FERC. This table excludes the variable consideration component for commodity charges. Certain of our contracts contain evergreen and other renewal provisions for periods beyond the initial term of the contract. The remaining performance obligations as of June 30, 2023 do not consider potential future performance obligations for which the renewal has not been exercised and exclude contracts with customers for which the underlying facilities have not received FERC authorization to be placed into service.

The following table presents the amount of the contract liabilities balance expected to be recognized as revenue when performance obligations are satisfied and the transaction price allocated to the remaining performance obligations under certain contracts as of June 30, 2023.

	Contract Liabilities		Remaining Performance Obligations
	(Thousands)
2023 (six months)	$	5,286	$	1,254,753
2024 (one year)	10,568		2,405,611
2025 (one year)	10,566		2,260,166
2026 (one year)	10,566		1,947,179
2027 (one year)	10,566		1,645,657
Thereafter	141,633		10,795,163
Total	$	189,185	$	20,308,529

Accounts Receivable

Receivables from contracts with customers are included within Receivables - Trade and Receivables - Affiliates, and receivables that are not related to contracts with customers are included within the balance of Receivables - Advances to affiliate and Receivables - Other on our Balance Sheet.

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Contingent Liabilities and Commitments (Notes)

6 Months Ended

Jun. 30, 2023

Commitments and Contingencies Disclosure [Abstract]

Contingent Liabilities and Commitments

Contingent Liabilities and Commitments

Environmental Matters

We have had studies underway for many years to test some of our facilities for the presence of toxic and hazardous substances such as polychlorinated biphenyls (PCBs) and mercury to determine to what extent, if any, remediation may be necessary. We have also similarly evaluated past on-site disposal of hydrocarbons at a number of our facilities. We have worked closely with and responded to data requests from the U.S. Environmental Protection Agency (EPA) and state agencies regarding such potential contamination of certain of our sites. We are conducting environmental assessments and implementing a variety of remedial measures that may result in increases or decreases in the total estimated costs. We also have a program for monitoring certain environmental activities at our Eminence storage facility. At June 30, 2023, we had a liability of approximately $11.7 million for the expected ongoing remediation and monitoring costs, $1.5 million recorded in Accrued liabilities - Other and $10.2 million recorded in Other Long-Term Liabilities - Other on the Balance Sheet. At December 31, 2022, we had a liability of approximately $11.8 million for the expected ongoing remediation and monitoring costs, $1.4 million recorded in Accrued liabilities - Other and $10.4 million recorded in Other Long-Term Liabilities - Other on the Balance Sheet.

We have been identified as a potentially responsible party (PRP) at various Superfund and state waste disposal sites. Based on present volumetric estimates and other factors, our estimated aggregate exposure for remediation of these sites is less than $0.5 million. The estimated remediation costs for all of these sites are included in the environmental liabilities discussed above. Liability under the Comprehensive Environmental Response, Compensation and Liability Act and applicable state law can be joint and several with other PRPs. Although volumetric allocation is a factor in assessing liability, it is not necessarily determinative; thus, the ultimate liability could be substantially greater than the amounts described above.

The EPA and various state regulatory agencies routinely propose and promulgate new rules, and issue updated guidance to existing rules. These rulemakings include, but are not limited to, rules for reciprocating internal combustion engine and combustion turbine maximum achievable control technology, review and updates to the National Ambient Air Quality Standards, and rules for new and existing source performance standards for volatile organic compounds and methane. We continuously monitor these regulatory changes and how they may impact our operations. Implementation of new or modified regulations may result in impacts to our operations and increase the cost of additions to Total property, plant, and equipment, net on the Balance Sheet for both new and existing facilities in affected areas; however, due to regulatory uncertainty on final rule content and applicability timeframes, we are unable to reasonably estimate the cost of these regulatory impacts at this time.

We consider prudently incurred environmental assessment and remediation costs and the costs associated with compliance with environmental standards to be recoverable through rates. Historically, with limited exceptions, we have been permitted recovery of environmental costs, and it is our intent to continue seeking recovery of such costs through future rate filings.

Other Matters

Various other proceedings are pending against us and are considered incidental to our operations.

Summary

We have disclosed all significant matters for which we are unable to reasonably estimate a range of possible loss. We estimate that for all matters for which we are able to reasonably estimate a range of loss, including those noted above and others that are not individually significant, our aggregate reasonably possible losses beyond amounts accrued for all of our contingent liabilities are immaterial to our expected future annual results of operations, liquidity and financial position. These calculations have been made without consideration of any potential recovery from third parties.

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Debt and Financing Arrangements (Notes)

6 Months Ended

Jun. 30, 2023

Debt Disclosure [Abstract]

Debt and Financing Arrangements

Debt and Financing Arrangements

Credit Facility

We, along with Williams and Northwest Pipeline LLC (Northwest), are party to a credit agreement with aggregate commitments available of $3.75 billion, with up to an additional $500 million increase in aggregate commitments available under certain circumstances. In the second quarter of 2023, the maturity date of our credit agreement was extended one year and now expires October 8, 2027. One participating lender, Credit Suisse AG, New York Branch, with a commitment of approximately $194 million did not extend their commitment beyond October 8, 2026. The amended credit agreement allows the co-borrowers to request up to two extensions of the maturity date each for an additional one-year period to allow a maturity date as late as October 8, 2029, under certain circumstances. Additionally, the amended credit agreement replaces the London Interbank Offered Rate with Term Secured Overnight Financing Rate as the benchmark interest rate index. We and Northwest are each able to borrow up to $500 million under the credit facility to the extent not otherwise utilized by the other co-borrowers. At June 30, 2023, no letters of credit have been issued and no loans were outstanding under the credit facility.

Commercial Paper

Williams participates in a $3.5 billion commercial paper program, and Williams’ management considers amounts outstanding under this program to be a reduction of available capacity under the credit facility. At June 30, 2023, Williams had no outstanding commercial paper.

Other Financing Obligations

Dalton Expansion Project

During the first six months of 2023, we received an additional $0.3 million of funding from a co-owner for its proportionate share of construction costs related to its undivided ownership interest in certain parts of the project. This additional funding is reflected in Long-Term Debt on the Balance Sheet. At June 30, 2023 and December 31, 2022, the amount included in Long-Term Debt on the Balance Sheet for this financing obligation was $248.2 million and $249.4 million, respectively, and the amount included in Long-term debt due within one year on the Balance Sheet for this financing obligation was $2.9 million and $2.8 million, respectively.

Atlantic Sunrise Project

During the first six months of 2023 and 2022, we received an additional $4.3 million and $1.3 million, respectively, of funding from a co-owner for its proportionate share of construction costs related to its undivided ownership interest in certain parts of the project. This additional funding is reflected in Long-Term Debt on the Balance Sheet. At June 30, 2023 and December 31, 2022, the amount included in Long-Term Debt on the Balance Sheet for this financing obligation was $775.7 million and $784.6 million, respectively, and the amount included in Long-term debt due within one year on the Balance Sheet for this financing obligation was $25.8 million and $24.6 million, respectively.

Leidy South Project

During the first six months of 2022, we received an additional $3.9 million of funding from a co-owner for its proportionate share of construction costs related to its undivided joint ownership interest in certain parts of the project. This additional funding is reflected in Long-Term Debt on the Balance Sheet. At June 30, 2023 and December 31, 2022, the amount included in Long-Term Debt on the Balance Sheet for this financing obligation was $75.6 million and $76.2 million, respectively, and the amount included in Long-term debt due within one year on the Balance Sheet for this financing obligation was $1.1 million and $1.1 million, respectively.

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ARO Trust (Notes)

6 Months Ended

Jun. 30, 2023

Investments, Debt and Equity Securities [Abstract]

ARO Trust

ARO Trust

We are entitled to collect in rates the amounts necessary to fund our asset retirement obligations (ARO). We deposit monthly, into an external trust account (ARO Trust), the revenues specifically designated for AROs. The ARO Trust carries a moderate risk portfolio. The Money Market Funds held in our ARO Trust are considered investments. The financial instruments held in our ARO Trust are measured at fair value and reported in Other Assets - Other on the Balance Sheet. However, in accordance with ASC Topic 980, Regulated Operations, both realized and unrealized gains and losses of the ARO Trust are ultimately recorded as regulatory assets or liabilities.

Pursuant to the approved stipulation and agreement in Docket No. RP18-1126 the annual funding obligation effective March 31, 2020 is approximately $16.0 million, with deposits made monthly.

Investments within the ARO Trust were as follows (in millions): 

	June 30, 2023				December 31, 2022
	Amortized Cost Basis		Fair Value		Amortized Cost Basis		Fair Value
Money Market Funds	$	22.8	$	22.8	$	16.4	$	16.4
U.S. Equity Funds	52.6		110.8		52.7		96.1
International Equity Funds	31.7		38.0		31.6		35.2
Municipal Bond Funds	87.7		82.8		87.7		82.0
Total	$	194.8	$	254.4	$	188.4	$	229.7

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Fair Value Measurements (Notes)

6 Months Ended

Jun. 30, 2023

Fair Value Disclosures [Abstract]

Fair Value Measurements

Fair Value Measurements

The following table presents, by level within the fair value hierarchy, certain of our significant financial assets and liabilities. The carrying values of short-term financial assets that have variable interest rates (advances to affiliate), accounts receivable and accounts payable approximate fair value because of the short-term nature of these instruments. Therefore, these assets and liabilities are not presented in the following table.

					Fair Value Measurements Using
	Carrying Amount		Fair Value		Quoted Prices In Active Markets for Identical Assets (Level  1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(Millions)
Assets (liabilities) at June 30, 2023:
Measured on a recurring basis:
ARO Trust investments	$	254.4	$	254.4	$	254.4	$	—	$	—
Additional disclosures:
Long-term debt, including current portion	(5,272.5)		(5,340.9)		—		(5,340.9)		—
Assets (liabilities) at December 31, 2022:
Measured on a recurring basis:
ARO Trust investments	$	229.7	$	229.7	$	229.7	$	—	$	—
Additional disclosures:
Long-term debt, including current portion	(5,280.3)		(5,361.7)		—		(5,361.7)		—

Fair Value Methods

The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value:

ARO Trust investments: We deposit a portion of our collected rates, pursuant to the terms of the Docket No. RP18-1126 rate case settlement, into the ARO Trust, which is specifically designated to fund future AROs. The ARO Trust invests in a portfolio of actively traded mutual funds that are measured at fair value on a recurring basis based on quoted prices in an active market and are reported in Other Assets - Other on the Balance Sheet. However, both realized and unrealized gains and losses are ultimately recorded as regulatory assets or liabilities. See Note 5 – ARO Trust for more information.

Long-term debt, including current portion: The disclosed fair value of our long-term debt is determined primarily by a market approach using broker quoted indicative period-end bond prices. The quoted prices are based on observable transactions in less active markets for our debt or similar instruments. The fair value of the financing obligations associated with our Dalton, Atlantic Sunrise and Leidy South projects were determined using an income approach (see Note 4 – Debt and Financing Arrangements).

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Transactions with Affiliates (Notes)

6 Months Ended

Jun. 30, 2023

Related Party Transactions [Abstract]

Transactions with Affiliates

Transactions with Affiliates

We are a participant in Williams’ cash management program, and we make advances to and receive advances from Williams. Our advances to Williams totaled approximately $1.7 billion and $1.8 billion at June 30, 2023 and December 31, 2022, respectively. These advances are represented by demand notes and are classified as Receivables - Advances to affiliate on the Balance Sheet. The interest rate on these intercompany demand notes is based upon the daily overnight investment rate paid on Williams’ excess cash at the end of each month, which was approximately 4.9 percent at June 30, 2023. The interest income from these advances was $21.2 million and $40.5 million for the three and six months ended June 30, 2023, respectively, and $3.3 million and $3.5 million for the three and six months ended June 30, 2022, respectively. Such interest income is included in Other (Income) and Other Expenses - Interest income on the Statement of Net Income.

Included in Operating Revenues on the Statement of Net Income are revenues received from affiliates of $13.8 million and $26.0 million for the three and six months ended June 30, 2023, respectively, and $22.6 million and $43.7 million for the three and six months ended June 30, 2022, respectively.

Included in Cost of natural gas sales on the Statement of Net Income are costs of gas purchased from affiliates of $0.9 million and $4.3 million for the three and six months ended June 30, 2023, respectively, and $1.8 million and $7.2 million for the three and six months ended June 30, 2022, respectively. All gas purchases are made at market or contract prices.

We have no employees. Services necessary to operate our business are provided to us by Williams and certain affiliates of Williams. We reimburse Williams and its affiliates for all direct and indirect expenses incurred or payments made (including salary, bonus, incentive compensation and benefits) in connection with these services. Employees of Williams also provide general, administrative and management services to us, and we are charged for certain administrative expenses incurred by Williams. These charges are either directly identifiable or allocated to our assets. Direct charges are for goods and services provided by Williams at our request. Allocated charges are based on a three-factor formula, which considers revenues; property, plant and equipment; and payroll. In management’s estimation, the allocation methodologies used are reasonable and result in a reasonable allocation to us of our costs of doing business incurred by Williams. We have recorded $76.4 million and $160.5 million for the three and six months ended June 30, 2023, respectively, and $87.4 million and $167.0 million for the three and six months ended June 30, 2022, respectively, for these service expenses, which are primarily included in Operation and maintenance and General and administrative expenses on the Statement of Net Income.

We provide services to certain of our affiliates. We recorded reductions in operating expenses for services provided to and reimbursed by our affiliates of $4.2 million and $7.0 million for the three and six months ended June 30, 2023, respectively, and $2.1 million and $3.7 million for the three and six months ended June 30, 2022, respectively.

During July 2023, we declared and paid a cash distribution of $300 million to our parent.

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Revenue Recognition (Tables)

6 Months Ended

Jun. 30, 2023

Revenue from Contract with Customer [Abstract]

Contract with Customer, Asset and Liability [Table Text Block]

The following table presents a reconciliation of our contract liabilities:

	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(Thousands)
Balance at beginning of period	$	191,826	$	202,392	$	194,464	$	205,030
Recognized in revenue	(2,641)		(2,641)		(5,279)		(5,279)
Balance at end of period	$	189,185	$	199,751	$	189,185	$	199,751

Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Table Text Block]

The following table presents the amount of the contract liabilities balance expected to be recognized as revenue when performance obligations are satisfied and the transaction price allocated to the remaining performance obligations under certain contracts as of June 30, 2023.

	Contract Liabilities		Remaining Performance Obligations
	(Thousands)
2023 (six months)	$	5,286	$	1,254,753
2024 (one year)	10,568		2,405,611
2025 (one year)	10,566		2,260,166
2026 (one year)	10,566		1,947,179
2027 (one year)	10,566		1,645,657
Thereafter	141,633		10,795,163
Total	$	189,185	$	20,308,529

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ARO Trust (Tables)

6 Months Ended

Jun. 30, 2023

Investments, Debt and Equity Securities [Abstract]

ARO Trust

Investments within the ARO Trust were as follows (in millions): 

	June 30, 2023				December 31, 2022
	Amortized Cost Basis		Fair Value		Amortized Cost Basis		Fair Value
Money Market Funds	$	22.8	$	22.8	$	16.4	$	16.4
U.S. Equity Funds	52.6		110.8		52.7		96.1
International Equity Funds	31.7		38.0		31.6		35.2
Municipal Bond Funds	87.7		82.8		87.7		82.0
Total	$	194.8	$	254.4	$	188.4	$	229.7

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Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2023

Fair Value Disclosures [Abstract]

Fair Value Measurements

The following table presents, by level within the fair value hierarchy, certain of our significant financial assets and liabilities. The carrying values of short-term financial assets that have variable interest rates (advances to affiliate), accounts receivable and accounts payable approximate fair value because of the short-term nature of these instruments. Therefore, these assets and liabilities are not presented in the following table.

					Fair Value Measurements Using
	Carrying Amount		Fair Value		Quoted Prices In Active Markets for Identical Assets (Level  1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(Millions)
Assets (liabilities) at June 30, 2023:
Measured on a recurring basis:
ARO Trust investments	$	254.4	$	254.4	$	254.4	$	—	$	—
Additional disclosures:
Long-term debt, including current portion	(5,272.5)		(5,340.9)		—		(5,340.9)		—
Assets (liabilities) at December 31, 2022:
Measured on a recurring basis:
ARO Trust investments	$	229.7	$	229.7	$	229.7	$	—	$	—
Additional disclosures:
Long-term debt, including current portion	(5,280.3)		(5,361.7)		—		(5,361.7)		—

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Revenue Recogntion Contract Liabilities (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Contract With Customer, Liability [Line Items]
Balance at beginning of period	$ 191,826	$ 202,392	$ 194,464	$ 205,030
Recognized in revenue	(2,641)	(2,641)	(5,279)	(5,279)
Balance at end of period	$ 189,185	$ 199,751	$ 189,185	$ 199,751

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Revenue Recognition Contract Liabilities Performance Obligation (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023	Dec. 31, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Contract with Customer, Liability	$ 189,185	$ 191,826	$ 194,464	$ 199,751	$ 202,392	$ 205,030
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Contract with Customer, Liability	$ 5,286
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | Performance Obligations Related To Contract Liabilities [Member]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period	6 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Contract with Customer, Liability	$ 10,568
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | Performance Obligations Related To Contract Liabilities [Member]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Contract with Customer, Liability	$ 10,566
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | Performance Obligations Related To Contract Liabilities [Member]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Contract with Customer, Liability	$ 10,566
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | Performance Obligations Related To Contract Liabilities [Member]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Contract with Customer, Liability	$ 10,566
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | Performance Obligations Related To Contract Liabilities [Member]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Contract with Customer, Liability	$ 141,633
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01 | Performance Obligations Related To Contract Liabilities [Member]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period

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Revenue Recognition Remaining Performance Obligation (Details) $ in Thousands	Jun. 30, 2023 USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Amount	$ 20,308,529
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Amount	$ 1,254,753
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | Remaining Performance Obligations [Member]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period	6 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Amount	$ 2,405,611
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | Remaining Performance Obligations [Member]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Amount	$ 2,260,166
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | Remaining Performance Obligations [Member]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Amount	$ 1,947,179
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | Remaining Performance Obligations [Member]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Amount	$ 1,645,657
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | Remaining Performance Obligations [Member]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Amount	$ 10,795,163
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01 | Remaining Performance Obligations [Member]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period

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Contingent Liabilities and Commitments (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
Environmental assessment and remediation [Member]
Site Contingency [Line Items]
Accrued environmental assessment and remediation costs, total	$ 11.7	$ 11.8
Environmental Loss Contingency, Statement of Financial Position [Extensible Enumeration]	Other, Other	Other, Other
Accrued environmental assessment and remediation costs, current	$ 1.5	$ 1.4
Environmental Loss Contingency, Current, Statement of Financial Position [Extensible Enumeration]	Other	Other
Accrued environmental assessment and remediation costs, noncurrent	$ 10.2	$ 10.4
Environmental Loss Contingency, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Other	Other
Potentially responsible party at various Superfund and state waste disposal sites [Member] | Maximum [Member]
Site Contingency [Line Items]
Site Contingency, Loss Exposure Not Accrued, Best Estimate	$ 0.5

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Debt and Financing Arrangements - Credit Facility and Commercial Paper (Details) - USD ($)	Oct. 08, 2026	Jun. 30, 2023
Williams Companies Inc
Line of Credit Facility [Line Items]
Commercial paper, outstanding		$ 0
Commercial Paper | Williams Companies Inc
Line of Credit Facility [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity		3,500,000,000
Credit Agreement
Line of Credit Facility [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity		500,000,000
Credit Agreement | Williams Companies Inc
Line of Credit Facility [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity		3,750,000,000
Additional Amount By Which Credit Facility Can Be Increased		500,000,000
Letters of Credit Outstanding, Amount		0
Line of credit facility, loans outstanding		$ 0
Credit Agreement | Forecast | Williams Companies Inc
Line of Credit Facility [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity	$ 194,000,000

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Debt and Financing Arrangements - Other Financing Obligations (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Debt Instrument [Line Items]
Long-Term Debt	$ 5,242,688		$ 5,251,799
Long-term debt due within one year	29,849		28,532
Proceeds from other financing obligations	4,547	$ 5,148
Dalton Expansion Project
Debt Instrument [Line Items]
Long-Term Debt	248,200		249,400
Long-term debt due within one year	2,900		2,800
Proceeds from other financing obligations	300
Atlantic Sunrise Project
Debt Instrument [Line Items]
Long-Term Debt	775,700		784,600
Long-term debt due within one year	25,800		24,600
Proceeds from other financing obligations	4,300	1,300
Leidy South Project
Debt Instrument [Line Items]
Long-Term Debt	75,600		76,200
Long-term debt due within one year	$ 1,100		$ 1,100
Proceeds from other financing obligations		$ 3,900

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ARO Trust (Details) - USD ($) $ in Millions	Jun. 30, 2023	Dec. 31, 2022
Marketable Securities [Line Items]
Debt and Equity Securities, Cost	$ 194.8	$ 188.4
Debt and Equity Securities, Fair Value	254.4	229.7
External trust [Member]
Marketable Securities [Line Items]
Funding obligation	16.0
Money Market Funds [Member]
Marketable Securities [Line Items]
Debt and Equity Securities, Cost	22.8	16.4
Debt and Equity Securities, Fair Value	22.8	16.4
U.S. Equity Funds [Member]
Marketable Securities [Line Items]
Debt and Equity Securities, Cost	52.6	52.7
Debt and Equity Securities, Fair Value	110.8	96.1
International Equity Funds [Member]
Marketable Securities [Line Items]
Debt and Equity Securities, Cost	31.7	31.6
Debt and Equity Securities, Fair Value	38.0	35.2
Municipal Bond Funds [Member]
Marketable Securities [Line Items]
Debt and Equity Securities, Cost	87.7	87.7
Debt and Equity Securities, Fair Value	$ 82.8	$ 82.0

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Fair Value Measurements (Details) - USD ($) $ in Millions	Jun. 30, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract]
ARO Trust investments	$ 254.4	$ 229.7
Fair Value, Inputs, Level 1 [Member]
Additional Fair Value Elements [Abstract]
Long-term debt, including current portion	0.0	0.0
Fair Value, Inputs, Level 2 [Member]
Additional Fair Value Elements [Abstract]
Long-term debt, including current portion	(5,340.9)	(5,361.7)
Fair Value, Inputs, Level 3 [Member]
Additional Fair Value Elements [Abstract]
Long-term debt, including current portion	0.0	0.0
Reported Value Measurement [Member]
Additional Fair Value Elements [Abstract]
Long-term debt, including current portion	(5,272.5)	(5,280.3)
Estimate of Fair Value Measurement [Member]
Additional Fair Value Elements [Abstract]
Long-term debt, including current portion	(5,340.9)	(5,361.7)
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract]
ARO Trust investments	254.4	229.7
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract]
ARO Trust investments	0.0	0.0
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract]
ARO Trust investments	0.0	0.0
Fair Value, Recurring [Member] | Reported Value Measurement [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract]
ARO Trust investments	254.4	229.7
Fair Value, Recurring [Member] | Estimate of Fair Value Measurement [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract]
ARO Trust investments	$ 254.4	$ 229.7

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Transactions with Affiliates Related Party Transations (Details) $ in Thousands		1 Months Ended	3 Months Ended		6 Months Ended
	Jun. 30, 2023 USD ($) employee	Jul. 31, 2023 USD ($)	Jun. 30, 2023 USD ($) employee	Jun. 30, 2022 USD ($)	Jun. 30, 2023 USD ($) employee	Jun. 30, 2022 USD ($)	Oct. 08, 2026 USD ($)	Dec. 31, 2022 USD ($)
Related Party Transaction [Line Items]
Related party transaction, rate	4.90%
Interest income			$ 22,851	$ 4,542	$ 43,387	$ 5,644
Revenues			727,783	709,724	1,433,678	1,396,192
Cost of natural gas sales			$ 55,899	43,371	$ 77,671	59,016
Entity number of employees | employee	0		0		0
Reduction to operating expenses			$ 4,200	2,100	$ 7,000	3,700
Cash distributions to parent					620,000	307,548
Credit Agreement
Related Party Transaction [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity	$ 500,000		500,000		500,000
Credit Agreement | Williams Companies Inc
Related Party Transaction [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity	3,750,000		3,750,000		3,750,000
Forecast | Credit Agreement | Williams Companies Inc
Related Party Transaction [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity							$ 194,000
Related Party [Member]
Related Party Transaction [Line Items]
Advances to affiliate	1,739,507		1,739,507		1,739,507			$ 1,813,480
Revenues			13,800	22,600	26,000	43,700
Cost of natural gas sales			900	1,800	4,300	7,200
Williams Companies Inc | Related Party [Member]
Related Party Transaction [Line Items]
Advances to affiliate	$ 1,700,000		1,700,000		1,700,000			$ 1,800,000
Interest income			21,200	3,300	40,500	3,500
Expenses, related party			$ 76,400	$ 87,400	$ 160,500	$ 167,000
Subsequent Event
Related Party Transaction [Line Items]
Cash distributions to parent		$ 300,000