WILLIAMS PARTNERS L.P. $600,000,000 4.125% Senior Notes Due 2020 Underwriting AgreementWilliams Partners L.P. • November 9th, 2010 • Natural gas transmission • New York
Williams Partners L.P., a Delaware limited partnership (the “Partnership”), proposes to issue and sell to the several Underwriters named in Schedule 1 hereto (the “Underwriters”), $600,000,000 in aggregate principal amount of its 4.125% Senior Notes due 2020 (the “Notes”) to be issued under a base indenture and a supplemental indenture thereto, each to be dated as of November 9, 2010 (such base indenture and supplemental indenture thereto being referred to collectively herein as the “Indenture”) between the Partnership and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”). Deutsche Bank Securities Inc., J.P. Morgan Securities LLC and RBC Capital Markets, LLC shall act as representatives (the “Representatives”) of the several Underwriters.
WILLIAMS PARTNERS L.P. AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. Trustee INDENTURE Dated as of November 9, 2010 Debt SecuritiesIndenture • November 9th, 2010 • Williams Partners L.P. • Natural gas transmission
INDENTURE (the “Indenture”), dated as of November 9, 2010, between WILLIAMS PARTNERS L.P., a limited partnership existing under the laws of the State of Delaware (the “Company”), located at One Williams Center, Tulsa, Oklahoma 74172, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association, duly organized and validly existing under the laws of the United States of America, as trustee (the “Trustee”).
WILLIAMS PARTNERS L.P. And THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of November 9, 2010 To INDENTURE Dated as of November 9, 2010 4.125% Senior Notes due 2020First Supplemental Indenture • November 9th, 2010 • Williams Partners L.P. • Natural gas transmission • New York
This FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of November 9, 2010, between WILLIAMS PARTNERS L.P., a Delaware limited partnership (the “Company”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association, duly organized and validly existing under the laws of the United States of America, as trustee (the “Trustee”).
