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EXHIBIT 23.1
Consent of Independent Auditors
We consent to the reference to our firm under the caption "Experts" in Amendment
No. 1 to the Registration Statement (Form S-3 No. 333-39800) and related
Prospectus of The Williams Companies, Inc. for the registration of a maximum
aggregate amount of $1.775 billion of debt securities, preferred stock and
common stock, and to the incorporation by reference therein of our report dated
February 17, 2000, except for the matters described in the fourth and sixth
paragraphs of Note 1, Note 11 and Note 22, as to which the date is June 9, 2000,
with respect to the consolidated financial statements and schedules of The
Williams Companies, Inc. included in its Annual Report (Form 10-K/A) for the
year ended December 31, 1999, filed with the Securities and Exchange Commission.
ERNST & YOUNG LLP
Tulsa, Oklahoma
November 29, 2000
