Williams Cos. Inc. (WMB)

[eastunder]

The options a shareholder can choose from:

Note: The receipt of the merger consideration is expected to be tax-free to the Williams stockholders, except with respect to any cash received.

http://biz.yahoo.com/e/150929/wmb8-k.html

At the effective time of the Merger, each issued and outstanding share of common stock of Williams (the "Williams Common Stock") (other than Williams shares held by Williams, subsidiaries of Williams, ETC and its affiliates and shares for which the holder thereof has perfected appraisal rights under Delaware law) will be cancelled and automatically converted into the right to receive, at the election of each holder and subject to proration as set forth in the Merger Agreement:

* $8.00 in cash and 1.5274 common units representing limited partnership interests in ETC ("ETC common shares") (the "Mixed Consideration"); or

* 1.8716 ETC common shares (the "Stock Consideration"); or

* $43.50 in cash (the "Cash Consideration").

Williams stockholders that elect to receive the Stock Consideration or the Cash Consideration will be subject to proration to ensure that the aggregate number of ETC common shares and the aggregate amount of cash paid in the Merger will be the same as if all electing shares received the Mixed Consideration. In addition, Williams is entitled to declare a special one-time dividend of $0.10 per share of Williams Common Stock, to be paid immediately prior to the closing of the Merger and contingent upon consummation of the Merger (the "Pre-Merger Special Dividend").