AMENDMENT TO THE WILLIAMS COMPANIES, INC. 2007 EMPLOYEE STOCK PURCHASE PLAN

Exhibit 10.17

AMENDMENT TO
THE WILLIAMS COMPANIES, INC. 2007 EMPLOYEE STOCK PURCHASE
PLAN

     WHEREAS, The Williams Companies, Inc. (the “Company”) maintains The Williams Companies, Inc. 2007 Employee Stock Purchase Plan, effective as of May 17, 2007, as subsequently amended (the “Plan”); and

     WHEREAS, in accordance with the terms of the Plan the Compensation Committee may designate the Designated Subsidiaries that may participate in the Plan; and make certain other Plan amendments

     WHEREAS, at its January _ 21st ___, 2009 meeting, consistent with the changes below, the Compensation Committee adopted the following changes to the Plan;

     NOW THEREFORE, the Plan is hereby amended as follows effective as provided herein:

I.

     Effective January 1, 2009, Appendix A of the Plan is amended in its entirety to provide as follows:

“ APPENDIX A-DESIGNATED SUBSIDIARIES

The Williams Companies, Inc.
Cardinal Operating Company (known as Cardinal Operating Company, LLC effective December