ONEOK Partners Reports Record 2008 Earnings; Announces Strong Fourth-quarter Results

February 23, 2009

TULSA, Okla., Feb 23, 2009 /PRNewswire-FirstCall via COMTEX News Network/ -- ONEOK Partners, L.P. (NYSE: OKS) today reported record net income of $625.6 million, or $6.01 per unit, compared with $407.7 million, or $4.21 per unit, for 2007.

Fourth-quarter 2008 net income was $122.2 million, or $1.09 per unit, compared with net income of $121.5 million, or $1.27 per unit, for the fourth quarter 2007.

"The partnership had a record year in 2008, driven by continued volume growth, as well as high commodity prices and wider NGL product price differentials," said John W. Gibson, chairman and chief executive officer of ONEOK Partners. "In the first nine months of 2008, we saw unprecedented commodity price levels, which began falling in the fourth quarter. The high commodity price levels significantly benefited our natural gas gathering and processing segment and natural gas liquids gathering and fractionation segment during 2008. However, we anticipate significantly lower prices and differentials in 2009.

"All four of our business segments turned in a solid fourth-quarter performance, despite challenges in the energy and financial markets," Gibson added. "We also saw benefits from our $2 billion capital growth program, as Overland Pass Pipeline, related natural gas liquids infrastructure upgrades and other growth projects came on line in 2008."

Cash flow, as measured by earnings before interest, taxes, depreciation and amortization (EBITDA), was $190.5 million in the fourth quarter 2008, compared with $186.5 million in the fourth quarter 2007. For 2008, EBITDA was $863.3 million, compared with $657.1 million for 2007.

Distributable cash flow (DCF) in the fourth quarter 2008 was $110.0 million, or 96 cents per unit, compared with $120.0 million, or $1.25 per unit, in the fourth quarter 2007. DCF for 2008 rose 37 percent to $636.8 million, or $6.17 per unit, compared with $466.0 million, or $4.92 per unit, in 2007.

Operating income for the fourth quarter 2008 was $133.0 million, compared with $129.7 million in the fourth quarter 2007. The operating income increases come primarily from the natural gas liquids pipelines segment, which increased volumes from new supply connections and expanding volumes on existing connections, as well as the startup of Overland Pass Pipeline, which became fully operational during the fourth quarter. In addition, the natural gas liquids gathering and fractionation segment benefited from wider NGL product price differentials. These increases were partially offset by reduced earnings in the natural gas gathering and processing segment as a result of lower commodity prices and the impact of a one-time favorable contract settlement in 2007.

2008 operating income increased 44 percent to $644.8 million, compared with $446.8 million in 2007. The 12-month 2008 period reflects significantly wider NGL product price differentials and increased volumes in the natural gas liquids gathering and fractionation segment, and higher realized commodity prices and improved contract terms in the natural gas gathering and processing segment. In addition, the natural gas liquids pipelines segment earned incremental income from the North System, an interstate natural gas liquids and refined petroleum products pipeline system that was acquired in October 2007, as well as increased volumes and the startup of Overland Pass Pipeline. The impact of Hurricane Ike reduced earnings by an estimated $7.8 million during the third quarter 2008.

In the fourth quarter 2008, the partnership's operating costs were $99.1 million, compared with $100.0 million in the same period last year. For the year, operating costs were $371.8 million, compared with $337.4 million in 2007. The increase for the year is primarily due to incremental expenses associated with the October 2007 acquisition of the North System, as well as higher operating costs at fractionation facilities.

At Dec. 31, 2008, the partnership had $870.0 million outstanding and $130.0 million available under its revolving credit facility, and approximately $177.6 million in available cash and cash equivalents. These additional funds and remaining borrowing capacity, as well as operating cash flow, would be sufficient to fund the partnership's capital requirements well into 2009.

    2008 SUMMARY INCLUDES:

     *    Operating income of $644.8 million, compared with $446.8 million in
          2007;
     *    Increasing the partnership's distribution 7 percent during the year;
     *    Completing a public offering of 2.5 million common units and a
          private placement with ONEOK, Inc. of 5.4 million common units,
          generating proceeds of approximately $460.4 million;
     *    Capital expenditures of $1.3 billion, compared with $709.9 million
          in 2007, increasing as a result of internal growth projects;
     *    Commissioning the Overland Pass Pipeline to transport unfractionated
          NGLs from the Rockies to the Mid-Continent;
     *    Completing expansions on NGL fractionation, storage and pipeline
          facilities associated with Overland Pass Pipeline;
     *    Beginning construction of the D-J Basin and Piceance Basin Lateral
          Pipeline projects to connect additional NGL supplies to the Overland
          Pass Pipeline;
     *    Beginning construction of the Arbuckle Pipeline to transport
          unfractionated NGLs from southern Oklahoma through the Barnett Shale
          natural gas play in north Texas to the Texas Gulf Coast;
     *    Completing the NGL pipeline extension into the Woodford Shale of
          Oklahoma;
     *    Beginning partial operations of the Guardian Pipeline extension and
          expansion into the Green Bay, Wis., area;
     *    Completing the expansion of Fort Union Gas Gathering, which doubles
          the capacity of the system, located in the Powder River Basin that
          gathers coal bed methane natural gas;
     *    Commissioning the Midwestern Gas Transmission extension into the
          Nashville, Tenn., market;
     *    Being named the Natural Gas STAR Gathering and Processing Partner of
          the Year by the U.S. Environmental Protection Agency; and
     *    Receiving an award from the Occupational Safety and Health
          Administration (OSHA) for achieving three years of excellence in
          employee health and safety at the partnership's Mont Belvieu
          fractionator, and being recognized by OSHA as a STAR Status Site at
          the partnership's Maysville, Okla., natural gas processing facility.


    2008 BUSINESS UNIT RESULTS

Natural Gas Gathering and Processing Segment

The natural gas gathering and processing segment reported fourth-quarter 2008 operating income of $48.4 million, compared with $66.5 million in the fourth quarter 2007.

The decrease in fourth-quarter 2008 operating income is primarily due to $7.8 million from lower realized commodity prices in the fourth quarter of 2008 and an $8.6 million one-time favorable contract settlement that occurred during the fourth quarter of 2007. During the fourth quarter 2008, operational and weather-related disruptions primarily in the Rocky Mountain region lowered volumes and earnings by approximately $4.8 million.

Operating costs for the fourth quarter 2008 were $36.7 million, compared with $39.0 million in 2007, primarily due to lower employee-related costs.

For 2008, the natural gas gathering and processing segment contributed operating income of $247.1 million, compared with $187.8 million in 2007.

Full-year 2008 operating income benefited from $58.4 million in higher realized prices for NGLs, natural gas and condensate sold; $11.9 million from improved contract terms; and $7.0 million in higher volumes processed and sold; partially offset by an $8.6 million one-time contract settlement that occurred in the fourth quarter 2007. During the third quarter 2008, Hurricane Ike caused operational disruptions that lowered the segment's earnings by an estimated $1.8 million in the Mid-Continent region.

Operating costs for the year increased to $138.2 million, compared with $135.4 million in the same period last year, primarily due to higher costs for chemicals and maintenance parts.

Equity earnings from investments increased to $8.8 million in the fourth quarter 2008, compared with $6.9 million in the same period last year. Full- year 2008 equity earnings from investments were $32.8 million, compared with $26.4 million in 2007. The increases for both the three- and 12-month periods are primarily due to increased gathering revenues in the partnership's interest in Fort Union Gas Gathering, as a result of an expansion project completed in mid-2008.

The following table contains margin information for the periods indicated. NGL shrink, plant fuel and condensate shrink refer to the Btus that are removed from natural gas through the gathering and processing operation.

                                      Three Months Ended       Years Ended
                                         December 31,          December 31,
                                       2008       2007       2008       2007
    Percent of proceeds
      Wellhead purchases (MMBtu/d)    65,197     73,706     67,718     83,993
      NGL sales (Bbl/d)                6,729      6,244      6,223      5,959
      Residue gas sales (MMBtu/d)     43,161     39,373     39,724     34,010
      Condensate sales (Bbl/d)           821        810        928        719
      Percentage of total net margin     54%        58%        62%        56%
    Fee-based
      Wellhead volumes (MMBtu/d)   1,135,617  1,176,929  1,164,273  1,170,502
      Average rate ($/MMBtu)           $0.28      $0.24      $0.26      $0.25
      Percentage of total net margin     28%        23%        23%        30%
    Keep whole
      NGL shrink (MMBtu/d)            19,496     23,563     21,354     23,636
      Plant fuel (MMBtu/d)             2,251      2,822      2,288      2,846
      Condensate shrink (MMBtu/d)      1,480      2,820      1,825      2,490
      Condensate sales (Bbl/d)           299        571        369        504
      Percentage of total net margin     18%        19%        15%        14%



The natural gas gathering and processing segment is exposed to commodity price risk, primarily NGLs, as a result of receiving commodities in exchange for its services. The following table provides 2009 hedging information for the natural gas gathering and processing segment.

                                             Year Ending December 31, 2009

                                         Volumes                   Percentage
                                         Hedged    Average Price     Hedged
    NGLs (Bbl/d) (a)                      5,010   $1.18 / gallon       57%
    Condensate (Bbl/d) (a)                  666   $3.23 / gallon       32%
    Total sales hedged (Bbl/d)            5,676   $1.42 / gallon       52%

    (a) - Hedged with fixed-price swaps.



The partnership currently estimates that in its natural gas gathering and processing segment a 1 cent per gallon decrease in the composite price of natural gas liquids would decrease annual net margin by approximately $1.2 million. A $1.00 per barrel decrease in the price of crude oil would decrease annual net margin by approximately $1.0 million. Also, a 10 cent per MMBtu decrease in the price of natural gas would decrease annual net margin by approximately $0.6 million. All of these sensitivities exclude the effects of hedging and assume normal operating conditions.

Natural Gas Pipelines Segment

For the fourth quarter 2008, the natural gas pipelines segment contributed operating income of $30.5 million, compared with $26.7 million in the same period in 2007. Margins for the quarter were relatively unchanged compared with the same period last year, and operating costs decreased $4.6 million in the fourth quarter 2008, primarily due to lower employee-related costs.

For 2008, the natural gas pipelines segment contributed operating income of $133.2 million, compared with $112.2 million in 2007.

2008 operating income increased as a result of $6.3 million in improved transportation margins, primarily due to the higher natural gas price impact on retained fuel; $5.4 million from improved storage margins, primarily related to new and renegotiated contracts and the higher natural gas price impact on retained fuel; and $3.8 million from increased natural gas sales from inventory. Operating costs decreased to $89.9 million for the year, compared with $96.6 million in 2007, primarily due to lower general taxes and employee-related costs.

Equity earnings from investments were $17.2 million in the fourth quarter 2008, unchanged from the same period last year. Equity earnings from investments in 2008 increased to $66.7 million, compared with $62.5 million in 2007, primarily as a result of the partnership's share, or $8.3 million, of a third-quarter 2008 gain on the sale of Bison Pipeline LLC by Northern Border Pipeline, partially offset by lower volumes on Northern Border Pipeline. ONEOK Partners owns a 50 percent equity interest in Northern Border Pipeline.

Natural Gas Liquids Gathering and Fractionation Segment

In the fourth quarter 2008, the natural gas liquids gathering and fractionation segment reported operating income of $27.7 million, compared with $23.6 million in the same period last year.

Fourth-quarter 2008 operating income benefited from $11.4 million of improved optimization margins due to wider NGL product price differentials between the market centers in Conway, Kan., and Mont Belvieu, Texas; and $2.0 million from higher isomerization volumes driven by wider price differentials between isobutane and normal butane. Fourth-quarter 2008 fractionation volumes were lower than the prior quarter and year, primarily due to a planned maintenance shutdown at the partnership's Mont Belvieu fractionator, as well as ethane rejection in December 2008. This decrease was mostly offset by new volumes from Overland Pass Pipeline that were fractionated at the partnership's Bushton facility.

Operating costs in the fourth quarter 2008 were $28.3 million, compared with $21.3 million in the same period last year, primarily due to expenses associated with the planned maintenance shutdown at the Mont Belvieu fractionator and incremental expenses associated with the recently expanded Bushton fractionator.

The natural gas liquids gathering and fractionation segment contributed operating income of $204.4 million in 2008, compared with $112.0 million in 2007.

The segment's 2008 results reflect $70.8 million in increased optimization margins from significantly wider NGL product price differentials between the market centers in Conway and Mont Belvieu; a $32.1 million increase due to increased gathering and fractionation volumes; $8.4 million in operational measurement gains, primarily at NGL storage caverns; and $3.6 million from higher storage margins. During the third quarter 2008, Hurricane Ike caused operational disruptions that lowered the segment's earnings an estimated $3.8 million in the Mid-Continent and Gulf Coast regions.

Operating costs for the segment in 2008 were $89.8 million, compared with $70.7 million in the same period last year. Operating costs increased primarily as a result of increased operating costs at our fractionation facilities, including costs associated with the startup of the recently expanded Bushton fractionator and costs related to a planned maintenance shutdown at the Mont Belvieu fractionator.

The Conway-to-Mont Belvieu average price differential for ethane in the fourth quarter 2008, based on Oil Price Information Service (OPIS) pricing, increased to 12 cents per gallon, compared with 7 cents per gallon in the same period in 2007. For the year, the average price differential was 15 cents per gallon, compared with 6 cents per gallon in 2007. The prior three-year average Conway-to-Mont Belvieu price differential for ethane was 5 cents per gallon.

Natural Gas Liquids Pipelines Segment

The natural gas liquids pipelines segment reported operating income of $25.4 million in the fourth quarter 2008, compared with $13.1 million in the same period last year.

Fourth-quarter 2008 operating income benefited from $12.1 million of increased volumes, which included $10.3 million from higher volumes on the North System. The complete startup of Overland Pass Pipeline in the fourth quarter contributed $2.6 million to 2008 earnings. Operating costs for the segment were $12.9 million in the fourth quarter 2008, compared with $12.4 million in the same period in 2007.

The natural gas liquids pipelines segment contributed operating income of $60.6 million in 2008, compared with $39.5 million in 2007.

Results for 2008 benefited primarily from $44.3 million of incremental margins from the acquired North System, which included $10.3 million from higher fourth-quarter volumes. In addition, results included $2.6 million of incremental margins from Overland Pass Pipeline and $4.3 million from increased volumes on other pipelines. During the third quarter 2008, Hurricane Ike caused operational disruptions that lowered segment earnings by an estimated $2.2 million.

Operating costs were $55.1 million for 2008, compared with $29.0 million in 2007, increasing primarily as a result of the acquisition of the North System in October 2007 and higher employee-related costs.

GROWTH ACTIVITIES

In the fourth quarter 2008, the partnership completed several large projects and continued executing on approximately $2 billion of internally generated growth projects that will be completed in 2009.

Natural Gas Liquids Projects

The natural gas liquids projects account for approximately $1.4 billion of the current growth projects.

In November, Overland Pass Pipeline -- the 760-mile natural gas liquids pipeline extending from Opal, Wyo., to Conway, Kan. -- was placed into full service with the capacity to transport approximately 110,000 barrels per day (bpd). The pipeline project cost approximately $575 million. Overland Pass Pipeline Company is a joint venture with The Williams Companies, Inc. Currently, approximately 60,000 bpd of NGLs are flowing on Overland Pass, and the pipeline capacity can be increased to approximately 255,000 bpd with additional pump facilities.

In conjunction with Overland Pass, the partnership also invested approximately $239 million to increase existing NGL fractionation, storage and pipeline capacity.

In October, the partnership received approval from various state and federal regulatory authorities and began construction on the Piceance Lateral Pipeline, a 150-mile lateral pipeline connecting the Piceance Basin with Overland Pass Pipeline. The project is expected to cost in the range of $110 million to $140 million and be completed in the third quarter 2009.

Also in the fourth quarter 2008, construction began on the D-J Basin Lateral Pipeline, a 125-mile lateral pipeline connecting the Denver-Julesburg Basin with Overland Pass Pipeline. The project is expected to cost in the range of $70 million to $80 million and be completed in the first quarter 2009.

In September 2008, the partnership placed into service a 78-mile NGL pipeline extension of its Oklahoma gathering system in the Woodford Shale in southeast Oklahoma. The pipeline connects two natural gas processing plants that have the ability to produce approximately 25,000 bpd of natural gas liquids. The pipeline extension cost approximately $36 million.

The $340 million to $360 million, 440-mile Arbuckle Pipeline, extending from southern Oklahoma through the Barnett Shale of North Texas and on to the partnership's fractionation and storage facilities at Mont Belvieu on the Texas Gulf Coast, is currently under construction and is now expected to go into service during the second quarter of 2009. Based on increased costs and delays associated with right-of-way acquisition and potential weather impacts, primarily anticipated spring rains in wet low-lying areas, the project costs could increase approximately 10 to 15 percent. The pipeline will have the capacity to transport 160,000 bpd of unfractionated natural gas liquids, expandable to 210,000 bpd with additional pump facilities. Supply commitments from producers are sufficient to fill the expanded 210,000 bpd capacity level over the next three to five years.

Natural Gas Projects

In December, the Guardian Pipeline extension and expansion was placed partially in service. Construction continues on one compressor station and the project is expected to be fully in service during the first quarter of 2009. The 119-mile pipeline extension into the Green Bay, Wis., area is expected to cost in the range of $277 million to $305 million. The capacity on the pipeline extension is fully subscribed under 15-year agreements.

In July 2008, the Fort Union Gas Gathering expansion project was completed for approximately $121 million. The project doubled the natural gas gathering pipeline capacity of Fort Union Gas Gathering by adding approximately 150 miles of new gathering lines and approximately 650 million cubic feet per day of additional capacity. ONEOK Partners owns approximately 37 percent of Fort Union Gas Gathering, L.L.C.

The expansion of the partnership's Grasslands natural gas processing facility in the highly active Williston Basin will increase the plant's processing capacity by nearly 60 percent and its fractionation capacity by 50 percent. The project is currently estimated to cost in the range of $40 million to $45 million and is currently expected to come on line in the first quarter of 2009.

CONFERENCE CALL AND WEBCAST

The management of ONEOK Partners and ONEOK will conduct a joint conference call on Tuesday, Feb. 24, 2009, at 11 a.m. Eastern Standard Time (10 a.m. Central Standard Time). The call will also be carried live on ONEOK's and ONEOK Partners' Web sites.

To participate in the telephone conference call, dial 866-256-9295, pass code 1327308, or log on to the webcast at http://www.oneokpartners.com or http://www.oneok.com.

For those unable to participate in the conference call or the webcast, the replay will be available on ONEOK Partners' Web site, http://www.oneokpartners.com, or ONEOK's Web site, http://www.oneok.com for 30 days. A recording will be available by phone for seven days. The playback call may be accessed at 866-837-8032, pass code 1327308.

NON-GAAP FINANCIAL MEASURES

The partnership has disclosed in this news release EBITDA and DCF amounts that are non-GAAP financial measures. Management believes EBITDA and DCF provide useful information to investors as a measure of comparison with peer companies. However, these calculations may vary from company to company, so the partnership's computations may not be comparable with those of other companies. DCF is not necessarily the same as available cash as defined in the Partnership Agreement. Management further uses EBITDA to compare the financial performance of its segments and to internally manage those business segments. Reconciliations of EBITDA to net income and operating income and computations of DCF are included in the financial tables attached to this release.

ONEOK Partners, L.P. (NYSE: OKS) is one of the largest publicly traded master limited partnerships, and is a leader in the gathering, processing, storage and transportation of natural gas in the U.S. and owns one of the nation's premier natural gas liquids (NGL) systems, connecting NGL supply in the Mid-Continent and Rocky Mountain regions with key market centers. Its general partner is a wholly owned subsidiary of ONEOK, Inc. (NYSE: OKE), a diversified energy company, which owns 47.7 percent of the overall partnership interest. ONEOK is one of the largest natural gas distributors in the United States, and its energy services operation focuses primarily on marketing natural gas and related services throughout the U.S.

For more information about ONEOK Partners, L.P., visit: http://www.oneokpartners.com.

Some of the statements contained and incorporated in this news release are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended. The forward-looking statements relate to our anticipated financial performance, management's plans and objectives for our future operations, our business prospects, the outcome of regulatory and legal proceedings, market conditions and other matters. We make these forward- looking statements in reliance on the safe harbor protections provided under the Private Securities Litigation Reform Act of 1995. The following discussion is intended to identify important factors that could cause future outcomes to differ materially from those set forth in the forward-looking statements.

Forward-looking statements include the items identified in the preceding paragraph, the information concerning possible or assumed future results of our operations and other statements contained or incorporated in this news release identified by words such as "anticipate," "estimate," "expect," "project," "intend," "plan," "believe," "should," "goal," "forecast," "could," "may," "continue," "might," "potential," "scheduled" and other words and terms of similar meaning.

You should not place undue reliance on forward-looking statements. Known and unknown risks, uncertainties and other factors may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by forward- looking statements. Those factors may affect our operations, markets, products, services and prices. In addition to any assumptions and other factors referred to specifically in connection with the forward-looking statements, factors that could cause our actual results to differ materially from those contemplated in any forward-looking statement include, among others, the following:

     *    the effects of weather and other natural phenomena on our
          operations, demand for our services and energy prices;
     *    competition from other United States and Canadian energy suppliers
          and transporters as well as alternative forms of energy, including,
          but not limited to, biofuels such as ethanol and biodiesel;
     *    the capital intensive nature of our businesses;
     *    the profitability of assets or businesses acquired or constructed by
          us;
     *    our ability to make cost-saving changes in operations;
     *    risks of marketing, trading and hedging activities, including the
          risks of changes in energy prices or the financial condition of our
          counterparties;
     *    the uncertainty of estimates, including accruals and costs of
          environmental remediation;
     *    the timing and extent of changes in energy commodity prices;
     *    the effects of changes in governmental policies and regulatory
          actions, including changes with respect to income and other taxes,
          environmental compliance, climate change initiatives, authorized
          rates or recovery of gas and gas transportation costs;
     *    the impact on drilling and production by factors beyond our control,
          including the demand for natural gas and refinery-grade crude oil;
          producers' desire and ability to obtain necessary permits; reserve
          performance; and capacity constraints on the pipelines that
          transport crude oil, natural gas and NGLs from producing areas and
          our facilities;
     *    difficulties or delays experienced by trucks or pipelines in
          delivering products to or from our terminals or pipelines;
     *    changes in demand for the use of natural gas because of market
          conditions caused by concerns about global warming;
     *    conflicts of interest between us, our general partner, ONEOK
          Partners GP, and related parties of ONEOK Partners GP;
     *    the impact of unforeseen changes in interest rates, equity markets,
          inflation rates, economic recession and other external factors over
          which we have no control;
     *    our indebtedness could make us vulnerable to general adverse
          economic and industry conditions, limit our ability to borrow
          additional funds, and/or place us at competitive disadvantages
          compared to our competitors that have less debt or have other
          adverse consequences;
     *    actions by rating agencies concerning the credit ratings of us or
          our general partner;
     *    the results of administrative proceedings and litigation, regulatory
          actions and receipt of expected clearances involving the OCC, KCC,
          Texas regulatory authorities or any other local, state or federal
          regulatory body, including the FERC;
     *    our ability to access capital at competitive rates or on terms
          acceptable to us;
     *    risks associated with adequate supply to our gathering, processing,
          fractionation and pipeline facilities, including production declines
          that outpace new drilling;
     *    the risk that material weaknesses or significant deficiencies in our
          internal control over financial reporting could emerge or that minor
          problems could become significant;
     *    the impact and outcome of pending and future litigation;
     *    the ability to market pipeline capacity on favorable terms,
          including the effects of:
          -    future demand for and prices of natural gas and NGLs;
          -    competitive conditions in the overall energy market;
          -    availability of supplies of Canadian and United States natural
               gas; and
          -    availability of additional storage capacity;
     *    performance of contractual obligations by our customers, service
          providers, contractors and shippers;
     *    the timely receipt of approval by applicable governmental entities
          for construction and operation of our pipeline and other projects
          and required regulatory clearances;
     *    our ability to acquire all necessary permits, consents and other
          approvals in a timely manner, to promptly obtain all necessary
          materials and supplies required for construction, and to construct
          gathering, processing, storage, fractionation and transportation
          facilities without labor or contractor problems;
     *    the mechanical integrity of facilities operated;
     *    demand for our services in the proximity of our facilities;
     *    our ability to control operating costs;
     *    acts of nature, sabotage, terrorism or other similar acts that cause
          damage to our facilities or our suppliers' or shippers' facilities;
     *    economic climate and growth in the geographic areas in which we do
          business;
     *    the risk of a prolonged slowdown in growth or decline in the U.S.
          economy or the risk of delay in growth recovery in the U.S. economy,
          including increasing liquidity risks in U.S. credit markets;
     *    the impact of recently issued and future accounting pronouncements
          and other changes in accounting policies;
     *    the possibility of future terrorist attacks or the possibility or
          occurrence of an outbreak of, or changes in, hostilities or changes
          in the political conditions in the Middle East and elsewhere;
     *    the risk of increased costs for insurance premiums, security or
          other items as a consequence of terrorist attacks;
     *    risks associated with pending or possible acquisitions and
          dispositions, including our ability to finance or integrate any such
          acquisitions and any regulatory delay or conditions imposed by
          regulatory bodies in connection with any such acquisitions and
          dispositions;
     *    the impact of unsold pipeline capacity being greater or less than
          expected;
     *    the ability to recover operating costs and amounts equivalent to
          income taxes, costs of property, plant and equipment and regulatory
          assets in our state and FERC-regulated rates;
     *    the composition and quality of the natural gas and NGLs we gather
          and process in our plants and transport on our pipelines;
     *    the efficiency of our plants in processing natural gas and
          extracting and fractionating NGLs;
     *    the impact of potential impairment charges;
     *    the risk inherent in the use of information systems in our
          respective businesses, implementation of new software and hardware,
          and the impact on the timeliness of information for financial
          reporting;
     *    our ability to control construction costs and completion schedules
          of our pipelines and other projects; and
     *    the risk factors listed in the reports we have filed and may file
          with the SEC, which are incorporated by reference.


These factors are not necessarily all of the important factors that could cause actual results to differ materially from those expressed in any of our forward-looking statements. Other factors could also have material adverse effects on our future results. These and other risks are described in greater detail in Item 1A, Risk Factors, in our Annual Report on Form 10-K. All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by these factors. Other than as required under securities laws, we undertake no obligation to update publicly any forward-looking statement, whether as a result of new information, subsequent events or change in circumstances, expectations or otherwise. OKS-FE

     Analyst Contact:  Christy Williamson
                       918-588-7163
     Media Contact:    Megan Washbourne
                       918-588-7572



    ONEOK Partners, L.P. and Subsidiaries
    CONSOLIDATED STATEMENTS OF INCOME
                                 Three Months Ended         Years Ended
                                    December 31,            December 31,
    (Unaudited)                   2008        2007        2008        2007
                              (Thousands of dollars, except per unit amounts)

    Revenues                   $1,276,172  $1,877,313  $7,720,206  $5,831,558
    Cost of sales and fuel      1,010,371   1,618,244   6,579,547   4,935,665
    Net Margin                    265,801     259,069   1,140,659     895,893
    Operating Expenses
     Operations and maintenance    93,597      90,027     337,526     302,544
     Depreciation and
      amortization                 34,382      29,378     124,765     113,704
     General taxes                  5,472       9,946      34,271      34,812
    Total Operating Expenses      133,451     129,351     496,562     451,060
    Gain (Loss) on Sale of Assets     663          15         713       1,950
    Operating Income              133,013     129,733     644,810     446,783
    Equity earnings from
     investments                   26,627      24,933     101,432      89,908
    Allowance for equity funds
     used during construction      15,118       5,852      50,906      12,538
    Other income                    1,897       2,632       5,621       7,502
    Other expense                  (5,370)       (143)    (13,321)       (779)
    Interest expense              (43,375)    (39,634)   (151,056)   (138,947)
    Income before Minority
     Interests and Income Taxes   127,910     123,373     638,392     417,005
    Minority interests in income
     of consolidated subsidiaries     (73)       (114)       (441)       (416)
    Income taxes                   (5,632)     (1,803)    (12,335)     (8,842)
    Net Income                   $122,205    $121,456    $625,616    $407,747

    Limited partners' interest
     in net income:
    Net income                   $122,205    $121,456    $625,616    $407,747
    General partner's interest
     in net income                (22,764)    (16,578)    (88,554)    (58,781)
     Limited Partners' Interest
      in Net Income               $99,441    $104,878    $537,062    $348,966

    Limited partners' per unit
     net income                     $1.09       $1.27       $6.01       $4.21
    Number of Units Used in
     Computation  (Thousands)      90,920      82,891      89,309      82,891


    Supplemental Information (1):
    EBITDA                       $190,549    $186,533    $863,307    $657,118
    Distributable cash flow      $110,042    $119,996    $636,780    $466,014
    Distributable cash flow
     per unit                       $0.96       $1.25       $6.17       $4.92

    (1) Reconciliations of non-GAAP financial measures are included in the
        financial tables attached to this release.



    ONEOK Partners, L.P. and Subsidiaries
    CONSOLIDATED BALANCE SHEETS
                                                December 31,      December 31,
    (Unaudited)                                     2008              2007
    Assets                                          (Thousands of dollars)

    Current Assets
     Cash and cash equivalents                    $177,635            $3,213
     Accounts receivable, net                      317,182           577,989
     Affiliate receivables                          25,776            52,479
     Gas and natural gas liquids in storage        190,616           251,219
     Commodity exchanges and imbalances             55,086            82,037
     Derivative financial instruments               63,780                 -
     Other current assets                           28,176            19,961
       Total Current Assets                        858,251           986,898

    Property, Plant and Equipment
     Property, plant and equipment               5,808,679         4,436,371
     Accumulated depreciation and amortization     875,279           776,185
       Net Property, Plant and Equipment         4,933,400         3,660,186

    Investments and Other Assets
     Investments in unconsolidated affiliates      755,492           756,260
     Goodwill and intangible assets                676,536           682,084
     Other assets                                   30,593            26,637
       Total Investments and Other Assets        1,462,621         1,464,981
       Total Assets                             $7,254,272        $6,112,065

    Liabilities and Partners' Equity

    Current Liabilities
     Current maturities of long-term debt          $11,931           $11,930
     Notes payable                                 870,000           100,000
     Accounts payable                              496,763           742,903
     Affiliate payables                             23,333            18,298
     Commodity exchanges and imbalances            191,165           252,095
     Other current liabilities                     100,832           136,664
       Total Current Liabilities                 1,694,024         1,261,890

    Long-term Debt, excluding current
     maturities                                  2,589,509         2,605,396

    Deferred Credits and Other Liabilities          54,773            43,799

    Commitments and Contingencies

    Minority Interests in Consolidated
     Subsidiaries                                    5,941             5,802

    Partners' Equity
     General partner                                77,546            58,415
     Common units: 54,426,087 units and
      46,397,214 units issued and outstanding
      at December 31, 2008 and 2007,
      respectively                               1,361,058           814,266
     Class B units: 36,494,126 units
      issued and outstanding at
      December 31, 2008 and 2007                 1,407,016         1,340,638
     Accumulated other comprehensive
      income (loss)                                 64,405           (18,141)
       Total Partners' Equity                    2,910,025         2,195,178
       Total Liabilities and Partners' Equity   $7,254,272        $6,112,065



    ONEOK Partners, L.P. and Subsidiaries
    CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                   Years Ended December 31,
    (Unaudited)                                     2008              2007
                                                    (Thousands of dollars)
    Operating Activities
    Net income                                    $625,616          $407,747
    Depreciation and amortization                  124,765           113,704
    Allowance for equity funds used
     during construction                           (50,906)          (12,538)
    Gain on sale of assets                            (713)           (1,950)
    Minority interests in income of
     consolidated subsidiaries                         441               416
    Equity earnings from investments              (101,432)          (89,908)
    Distributions received from
     unconsolidated affiliates                      93,261           103,785
    Changes in assets and liabilities (net of
     acquisition and disposition effects):
      Accounts receivable                          256,137          (268,963)
      Affiliate receivables                         26,703            36,093
      Gas and natural gas liquids in storage        16,003           (47,973)
      Derivative financial instruments              (2,538)            2,154
      Accounts payable                            (273,475)          368,452
      Affiliate payables                             5,035            (7,439)
      Commodity exchanges and imbalances, net      (33,979)           41,997
      Accrued interest                               5,669             9,069
      Other assets and liabilities                 (34,169)           46,888
      Cash Provided by Operating Activities        656,418           701,534

    Investing Activities
    Changes in investments in
     unconsolidated affiliates                       3,963            (3,668)
    Acquisitions                                     2,450          (299,560)
    Capital expenditures (less allowance
     for equity funds used during
     construction)                              (1,253,853)         (709,858)
    Proceeds from sale of assets                       990             3,980
     Cash Used in Investing Activities          (1,246,450)       (1,009,106)

    Financing Activities
    Cash distributions:
     General and limited partners                 (453,021)         (384,646)
     Minority interests                               (302)             (220)
    Borrowing (repayment) of notes payable, net   (100,000)           94,000
    Borrowing of notes payable with
     maturities over 90 days                       870,000                 -
    Issuance of long-term debt, net of discounts         -           598,146
    Long-term debt financing costs                       -            (5,805)
    Issuance of common units, net of discounts     450,198                 -
    Contributions from general partner               9,508                 -
    Payment of long-term debt                      (11,929)          (11,931)
    Other financing activities                           -               139
     Cash Provided by Financing Activities         764,454           289,683
       Change in Cash and Cash Equivalents         174,422           (17,889)
       Cash and Cash Equivalents at
        Beginning of Period                          3,213            21,102
       Cash and Cash Equivalents at End of
        Period                                    $177,635            $3,213
    Supplemental Cash Flow Information:
     Cash Paid for Interest                       $148,417          $138,606
     Cash Paid for Taxes                            $4,722            $1,039



    ONEOK Partners, L.P. and Subsidiaries
    INFORMATION AT A GLANCE

                                          Three Months Ended   Years Ended
                                             December 31,      December 31,
    (Unaudited)                              2008    2007     2008     2007
                                           (Millions of dollars, except as
                                                        noted)
    Natural Gas Gathering and Processing
    Net margin                              $98.5   $117.1   $435.2   $366.5
    Operating costs                         $36.7    $39.0   $138.2   $135.4
    Depreciation and amortization           $13.5    $11.6    $49.9    $45.1
    Operating income                        $48.4    $66.5   $247.1   $187.8
    Equity earnings from investments         $8.8     $6.9    $32.8    $26.4
    Natural gas gathered (BBtu/d)           1,136    1,177    1,164    1,171
    Natural gas processed (BBtu/d)            639      641      641      621
    NGL sales (MBbl/d)                         39       39       39       38
    Residue gas sales (BBtu/d)                279      287      279      281
    Realized composite NGL sales price
     ($/gallon)                             $0.78    $1.31    $1.27    $1.06
    Realized condensate sales price
     ($/Bbl)                               $63.05   $85.16   $89.30   $67.35
    Realized residue gas sales price
     ($/MMBtu)                              $4.42    $6.24    $7.34    $6.21
    Realized gross processing spread
     ($/MMBtu)                              $9.15    $7.14    $7.47    $5.21
    Capital expenditures - growth           $40.4     $4.3   $123.0    $64.8
    Capital expenditures - maintenance       $7.2     $7.3    $23.2    $19.0

    Natural Gas Pipelines
    Net margin                              $61.2    $61.4   $257.4   $241.1
    Operating costs                         $22.0    $26.6    $89.9    $96.6
    Depreciation and amortization            $8.7     $8.1    $34.3    $32.4
    Operating income                        $30.5    $26.7   $133.2   $112.2
    Equity earnings from investments        $17.2    $17.2    $66.7    $62.5
    Natural gas transported (MMcf/d)        3,749    3,639    3,665    3,579
    Average natural gas price Mid-Continent
     region ($/MMBtu)                       $3.87    $5.97    $7.17    $6.05
    Capital expenditures - growth           $94.8    $42.3   $241.0   $123.6
    Capital expenditures - maintenance      $12.4     $6.0    $26.0    $15.3

    Natural Gas Liquids Gathering and
     Fractionation
    Net margin                              $62.2    $50.5   $317.7   $205.8
    Operating costs                         $28.3    $21.3    $89.8    $70.7
    Depreciation and amortization            $6.3     $5.6    $23.5    $23.1
    Operating income                        $27.7    $23.6   $204.4   $112.0
    NGLs gathered (MBbl/d)                    269      267      271      248
    NGL sales (MBbl/d)                        306      259      283      231
    NGLs fractionated (MBbl/d)                356      385      373      356
    Conway-to-Mont Belvieu OPIS average
     price differential Ethane ($/gallon)   $0.12    $0.07    $0.15    $0.06
    Capital expenditures - growth           $20.0    $67.6   $143.8   $102.4
    Capital expenditures - maintenance      $12.3    $12.7    $25.7    $21.2

    Natural Gas Liquids Pipelines
    Net margin                              $44.2    $29.5   $132.8    $81.6
    Operating costs                         $12.9    $12.4    $55.1    $29.0
    Depreciation and amortization            $5.9     $4.1    $17.1    $13.1
    Operating income                        $25.4    $13.1    $60.6    $39.5
    Equity earnings from investments         $0.6     $0.8     $2.0     $1.0
    NGLs transported (MBbl/d)                 391      305      333      299
    NGLs gathered (MBbl/d)                     85       71       76       61
    Capital expenditures - growth          $203.2   $159.2   $664.2   $359.5
    Capital expenditures - maintenance       $3.2     $2.0     $6.7     $4.0




    ONEOK Partners, L.P. and Subsidiaries
    RECONCILIATION OF EBITDA NON-GAAP FINANCIAL MEASURES
                                       Three Months Ended     Years Ended
                                          December 31,        December 31,
    (Unaudited)                          2008      2007      2008      2007
                                               (Thousands of Dollars)
    Reconciliation of Net Income to
     EBITDA
    Net income                         $122,205  $121,456  $625,616  $407,747
    Minority interests                       73       114       441       416
    Interest expense                     43,375    39,634   151,056   138,947
    Depreciation and amortization        34,382    29,378   124,765   113,704
    Income taxes                          5,632     1,803    12,335     8,842
    Allowance for equity funds used
     during construction                (15,118)   (5,852)  (50,906)  (12,538)
      EBITDA                           $190,549  $186,533  $863,307  $657,118

    Natural Gas Gathering and
     Processing Reconciliation of
     Operating Income to EBITDA
    Operating income                    $48,374   $66,539  $247,148  $187,815
    Depreciation and amortization        13,452    11,555    49,883    45,099
    Equity earnings from investments      8,836     6,881    32,825    26,399
    Other income (expense)               (1,898)       96    (5,026)      (67)
      EBITDA                            $68,764   $85,071  $324,830  $259,246

    Natural Gas Pipelines
     Reconciliation of Operating
     Income to EBITDA
    Operating income                    $30,480   $26,652  $133,188  $112,212
    Depreciation and amortization         8,732     8,134    34,279    32,380
    Equity earnings from investments     17,232    17,212    66,653    62,487
    Other income (expense)               (1,292)       87    (3,275)      117
      EBITDA                            $55,152   $52,085  $230,845  $207,196

    Natural Gas Liquids Gathering and
     Fractionation Reconciliation of
     Operating Income to EBITDA
    Operating income                    $27,651   $23,562  $204,413  $111,976
    Depreciation and amortization         6,297     5,609    23,485    23,134
    Equity earnings from investments          -         -         -         -
    Other income (expense)               (1,691)     (146)   (4,420)     (717)
      EBITDA                            $32,257   $29,025  $223,478  $134,393

    Natural Gas Liquids Pipelines
     Reconciliation of Operating
     Income to EBITDA
    Operating income                    $25,433   $13,066   $60,550   $39,460
    Depreciation and amortization         5,897     4,072    17,097    13,062
    Equity earnings from investments        559       840     1,954     1,022
    Other income (expense)                 (900)       20    (2,340)     (133)
      EBITDA                            $30,989   $17,998   $77,261   $53,411



    ONEOK Partners, L.P. and Subsidiaries
    RECONCILIATION OF DISTRIBUTABLE CASH FLOW NON-GAAP FINANCIAL MEASURES

                                     Three Months Ended       Years Ended
                                        December 31,         December 31,
    (Unaudited)                        2008       2007       2008       2007
                               (Thousands of dollars, except per unit amounts)
    Reconciliation of EBITDA to
     Distributable Cash Flow
    EBITDA                           $190,549  $186,533   $863,307   $657,118
    Gain on sale of assets               (663)      (15)      (713)    (1,950)
    Interest expense                  (43,375)  (39,634)  (151,056)  (138,947)
    Maintenance capital               (35,286)  (28,146)   (81,850)   (59,589)
    Distributions to minority
     interests                            (79)      (73)      (302)      (220)
    Equity earnings from investments  (26,627)  (24,933)  (101,432)   (89,908)
    Distributions received from
     unconsolidated affiliates         26,917    26,641    118,010    103,785
    Current income tax expense and
     other                             (1,394)     (377)    (9,184)    (4,275)
     Distributable Cash Flow         $110,042  $119,996   $636,780   $466,014


    Distributions to General Partner  (22,738)  (16,172)   (85,498)   (58,469)
    Distributable Cash Flow to
     Limited Partners                 $87,304  $103,824   $551,282   $407,545

    Distributable Cash Flow per
     Limited Partner Unit               $0.96     $1.25      $6.17      $4.92
    Distributions Declared per
     Limited Partner Unit               $1.08    $1.025      $4.26     $4.025
    Coverage Ratio                       0.89      1.22       1.45       1.22


    Number of Units Used in
     Computation (Thousands)           90,920    82,891     89,309     82,891

SOURCE ONEOK Partners, L.P.

http://www.oneokpartners.com

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