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Ongoing SEC review leads Williams, ETE to tweak merger agreement

and have amendedtheir merger agreementto accommodate the SEC's ongoing review of details of the transaction.

The May 1 amendmentallows ETE and Williams to mail together the proxy statement/prospectus relatedto the agreement and the election form Williams shareholders will fill out to indicatetheir preferred form of merger consideration.

The amendmentalso postponed the deadline for the exchange agent's receipt of the form of electionto 20 business days after the form is mailed or three business days before the scheduledclosing date of the merger, whichever comes first. The original deadline was 30days before the closing date.

The proxy statement/prospectus may not be mailed before the SEC finishesreviewing it, and the SEC has requested that ETE and Williams add additional orclarifying disclosure to it. The two midstream operators are working on appropriaterevisions.

Eliminating the stand-alone requirement for the election form will "providefor a reduction of the time period between the election deadline and the anticipatedclosing date," the pair said in a recent Form 8-K. Either party can walk awayfrom the merger agreement on June 28.