FORM OF TERMINATION AGREEMENT

<PAGE>

EXHIBIT 99.1

TERMINATION AGREEMENT

THIS AGREEMENT, dated this 5th day of January, 2005, between ONEOK, Inc.,

an Oklahoma corporation, or any division or subsidiary thereof, having its

principal office in Tulsa, Oklahoma (the "Corporation"), and ___________(the

"Executive").

W I T N E S S E T H:

WHEREAS, the Executive, as an employee of the Corporation, has rendered

valuable service to the Corporation, and the Corporation wishes to retain the

Executive's services, assuring both itself and the Executive of the continuity

of management in the event of any actual or threatened Change in Control of the

Corporation; and

NOW, THEREFORE, it is hereby agreed by and between the parties as follows:

1. Term of Agreement. This Agreement shall commence as of January 5, 2005

and shall continue in effect until January 1, 2007 (the "Term"); provided,

however, that on January 1, 2007 and on each January 1 thereafter, the Term

shall automatically be extended and renewed for one (1) year unless either the

Executive or the Corporation shall have given written notice to the other of its

election not to renew this Agreement at least ninety (90) days prior thereto

that the Term shall not be so extended; provided, further, however, that

following the occurrence of a Change in Control, the Term shall not expire

before the expiration of three (3) years after such occurrence.

2. Termination Payments. In the event of a Termination (as hereinafter

defined) during the Term and within three (3) years after a Change in Control,

the Executive shall:

a. Be paid a lump sum termination payment by the Corporation in an amount

equivalent to [TWO (2)] [THREE (3)] times the Executive's Annual Compensation,

and

b. Be paid a lump sum payment by the Corporation equal to the Executive's

short-term incentive compensation "target percentage" under the Corporation's

incentive compensation plan times the Annual Base Salary, prorated for the

length of employment during the current performance period, and

c. Be paid by, or receive from the Corporation the employee benefits

(including, but not limited to, car allowances and coverage under any medical or

insurance arrangements or programs) to which the Executive would have been

entitled under all employee welfare plans, programs, or arrangements maintained

by the Corporation if the Executive had remained in the employ of the

Corporation for the [TWO (2)] [THREE (3)]-year period following Termination.

Such employee benefits shall be provided under plans sponsored by the

Corporation on the Occurrence Date or the Termination Date, whichever produces

the higher benefits, but if such benefits are not available under Corporation

sponsored plans in effect during each of the [TWO (2)] [THREE (3)] years, the

Corporation shall provide such benefits to the Executive under plans

<PAGE>

covering the Executive individually, or otherwise provide or pay such benefits

to the Executive.

d. The lump sum payments described above shall be calculated and paid not

later than thirty (30) calendar days after the Termination Date. Any payment not

made within the thirty (30) days shall thereafter bear interest at two percent

(2%) over the "prime rate" as published in The Wall Street Journal from time to

time, which is the base rate on corporate loans posted by at least seventy-five

percent (75%) of the nation's thirty (30) largest banks.

3. Non-Disclosure. The Executive agrees that the Executive shall not,

during the [TWO (2)] [THREE (3)] years after the date of any such Termination,

directly or indirectly, divulge, disclose, or communicate to any other person

any trade secrets that the Corporation may use in its business operations.

4. Definitions. For purposes of this Agreement, the following terms shall

have the meaning specified.

"Change in Control"

a. means the occurrence of any of the following during the term of this

Agreement:

(1) An acquisition (other than directly from the Corporation) of any

voting securities of the Corporation (the "Voting Securities") by any

"Person" (as the term person is used for purposes of Section 13(d) or

14(d) of the Exchange Act), immediately after which such Person has

"Beneficial Ownership" (within the meaning of Rule 13d-3 promulgated under

the Exchange Act) of twenty percent (20%) or more of the then outstanding

Shares or the combined voting power of the Corporation's then outstanding

Voting Securities; provided, however, in determining whether a Change in

Control has occurred pursuant to this Section 4(a), Shares or Voting

Securities which are acquired in a "Non-Control Acquisition" (as

hereinafter defined) shall not constitute an acquisition which would cause

a Change in Control. A "Non-Control Acquisition" shall mean an acquisition

by (i) an employee benefit plan (or a trust forming a part thereof)

maintained by (A) the Corporation or (B) any corporation or other Person

of which a majority of its voting power or its voting equity securities or

equity interest is owned or controlled, directly or indirectly, by the

Corporation (for purposes of this definition, a "Related Entity"), (ii)

the Corporation or any Related Entity, or (iii) any Person in connection

with a "Non-Control Transaction" (as hereinafter defined);

(2) The individuals who, as of JANUARY 1, 2005, are members of the

Board of Directors (the "Incumbent Board"), cease for any reason to

constitute at least a majority of the members of the Board of Directors;

or, following a Merger which results in a Parent Corporation, the board of

directors of the ultimate Parent Corporation; provided, however, that if

the election, or nomination for election by the Corporation's common

stockholders, of any new director was approved by a vote of at least

two-thirds of the Incumbent Board, such new director shall, for purposes

of this Agreement, be considered as a member of the Incumbent Board;

provided further, however, that no individual shall be considered a member

of the Incumbent Board if such individual initially assumed office as a

result of either an actual or threatened "Election Contest" (as described

in Rule

- 2 -

<PAGE>

14a-11 promulgated under the Exchange Act) or other actual or threatened

solicitation of proxies or consents by or on behalf of a Person other than

the Board of Directors (a "Proxy Contest"), including by reason of any

agreement intended to avoid or settle any Election Contest or Proxy

Contest; or

(3) The consummation of:

(i) A merger, consolidation or reorganization with or into the

Corporation or in which securities of the Corporation are issued (a

"Merger"), unless such Merger is a "Non-Control Transaction." A

"Non-Control Transaction" shall mean a Merger where:

(A) the stockholders of the Corporation, immediately before

such Merger, own directly or indirectly immediately following

such Merger at least fifty percent (50%) of the combined voting

power of the outstanding voting securities of (x) the corporation

resulting from such Merger (the "Surviving Corporation") if fifty

percent (50%) or more of the combined voting power of the then

outstanding voting securities of the Surviving Corporation is not

Beneficially Owned, directly or indirectly by another Person (a

"Parent Corporation"), or (y) if there is one or more Parent

Corporations, the ultimate Parent Corporation;

(B) the individuals who were members of the Incumbent Board

immediately prior to the execution of the agreement providing for

such Merger constitute at least a majority of the members of the

board of directors of (x) the Surviving Corporation, if there is

no Parent Corporation, or (y) if there is one or more Parent

Corporations, the ultimate Parent Corporation; and

(C) no Person other than (1) the Corporation, (2) any Related

Entity, (3) any employee benefit plan (or any trust forming a

part thereof) that, immediately prior to such Merger was

maintained by the Corporation or any Related Entity, or (4) any

Person who, immediately prior to such Merger had Beneficial

Ownership of thirty percent (30%) or more of the then outstanding

Voting Securities or Shares, has Beneficial Ownership of thirty

percent (30%) or more of the combined voting power of the

outstanding voting securities or common stock of (x) the

Surviving Corporation if there is no Parent Corporation, or (y)

if there is one or more Parent Corporations, the ultimate Parent

Corporation.

(ii) A complete liquidation or dissolution of the Corporation; or

(iii) The sale or other disposition of all or substantially all

of the assets of the Corporation to any Person (other than a

transfer to a Related Entity or under conditions that would

constitute a Non-Control Transaction with the disposition of assets

being regarded as a Merger for this purpose or the distribution to

the Corporation's stockholders of the stock of a Related Entity or

any other assets).

- 3 -

<PAGE>

b. Notwithstanding the foregoing, Change in Control shall not be deemed to

occur,

(1) solely because any Person (the "Subject Person") acquired

Beneficial Ownership of more than the permitted amount of the then

outstanding Shares or Voting Securities if:

(i) such acquisition occurs as a result of the acquisition of Shares

or Voting Securities by the Corporation which, by reducing the number

of Shares or Voting Securities then outstanding, increases the

proportional number of shares Beneficially Owned by the Subject Person,

provided that if a Change in Control would occur (but for the operation

of this subparagraph) as a result of the acquisition of Shares or

Voting Securities by the Corporation, and after such share acquisition

by the Corporation, the Subject Person becomes the Beneficial Owner of

any additional Shares or Voting Securities which increases the

percentage of the then outstanding Shares or Voting Securities

Beneficially Owned by the Subject Person, then a Change in Control

shall occur, or

(ii) (A) within five business days after a Change in Control would

have occurred (but for the operation of this subparagraph), or if the

Subject Person acquired Beneficial Ownership of twenty percent (20%) or

more of the then outstanding Shares or the combined voting power of the

Corporation's then outstanding Voting Securities inadvertently, then

after the Subject Person discovers or is notified by the Corporation

that such acquisition would have triggered a Change in Control (but for

the operation of this subparagraph), the Subject Person notifies the

Board of Directors that it did so inadvertently, and (B) within two

business days after such notification, the Subject Person divests

itself of a sufficient number of Shares or Voting Securities so that

the Subject Person is the Beneficial Owner of less than twenty percent

(20%) of the then outstanding Shares or the combined voting power of

the Corporation's then outstanding Voting Securities.

(2) if (i) the Shareholder Group (as defined in the Shareholder