ONEOK Partners Announces Second-quarter 2007 Earnings; Increases 2007 Guidance

August 01, 2007

TULSA, Okla., Aug 01, 2007 /PRNewswire-FirstCall via COMTEX News Network/ --

ONEOK Partners, L.P. (NYSE: OKS) today reported second-quarter 2007 net income of $94.6 million, or 97 cents per unit, compared with net income of $196.2 million, or $2.22 per unit, for the second quarter 2006.

Net income for the six-month period ending June 30, 2007, was $190.4 million, or $1.97 per unit, compared with $266.7 million, or $3.33 per unit, in the same period last year.

Both the three- and six-month periods for 2006 include a $113.9 million gain from the sale of a 20 percent interest in Northern Border Pipeline Company. Excluding the gain, the partnership's second-quarter 2006 net income would have been 87 cents per unit, and six-month 2006 net income would have been $1.60 per unit.

The partnership also increased its 2007 earnings guidance to the range of $3.65 to $3.85 per unit. The increase reflects anticipated stronger performance in both the natural gas liquids, and pipelines and storage segments. It also reflects the anticipated completion of the acquisition of the interstate natural gas liquids and refined products pipeline system from Kinder Morgan Energy Partners, L.P. Distributable cash flow is expected to be in the range of $4.30 to $4.50 per unit. The average number of units outstanding for 2007 is still expected to be 82.9 million, compared with 73.8 million in 2006. Additional information is available on Exhibits A and B.

ONEOK Partners' previous 2007 earnings guidance was estimated to be in the range of $3.06 to $3.46 per unit, with distributable cash flow in the range of $370 million to $404 million, or $3.91 to $4.32 per unit.

"Our natural gas liquids and pipelines and storage segments benefited from strong natural gas liquids price spreads and growth in natural gas liquids supplies," said John W. Gibson, president and chief executive officer of ONEOK Partners. "The gathering and processing segment also turned in a solid performance in the quarter, despite anticipated lower processed volumes.

"We continue to see growth opportunities in the natural gas liquids business. Our recently announced agreement to acquire an interstate natural gas liquids and refined petroleum products pipeline system fits well with our existing NGL network," added Gibson. "This acquisition, combined with our $1.5 billion of internally generated growth projects, provides additional opportunities for the partnership to grow."

Excluding the gains on the sale of assets, operating income for the second quarter 2007 increased to $107.9 million, compared with $98.7 million for the second quarter 2006. Year-to-date 2007 operating income increased to $210.1 million, compared with $197.6 million for the same period last year, excluding the gains on the sale of assets.

Cash flow, as measured by earnings before interest, taxes, depreciation and amortization (EBITDA), was $156.5 million for the second quarter 2007, compared with $267.9 million in the second quarter 2006. Excluding the $113.9 million gain on the sale of a 20 percent interest in Northern Border Pipeline, second-quarter 2006 EBITDA was $154.0 million. Distributable cash flow (DCF) for the second quarter 2007 was $122.0 million, or $1.30 per unit, compared with $119.7 million, or $1.32 per unit, in the second quarter 2006.

Operating income in both the three- and six-month 2007 results reflects the natural gas liquids segment benefiting from higher product price spreads, increased volumes due to new supply connections and higher storage revenues. This increase was partially offset by decreased margins in the gathering and processing segment, primarily due to lower volumes associated with anticipated contract terminations at certain processing facilities.

Operating costs increased to $80.4 million in the second quarter 2007, compared with $73.8 million in the same period last year. Operating costs increased to $155.9 million for the six months ended June 30, 2007, compared with $149.1 million in the same period last year. Operating cost increases for the second-quarter and six-month 2007 periods are primarily due to increased employee-related costs, increased general taxes and the addition of the Mont Belvieu storage business that was acquired in the fourth quarter of 2006 in the natural gas liquids segment.

Depreciation and amortization expense decreased to $28.0 million in the second quarter 2007, compared with $39.3 million in the same period last year. Year-to-date depreciation and amortization expense decreased to $55.5 million, compared with $66.8 million in 2006. A goodwill and asset impairment charge of $11.8 million related to Black Mesa Pipeline, Inc. was recorded in the second quarter of 2006.

Results for 2006 are reported as if the April 2006 transaction in which ONEOK Partners purchased assets from ONEOK had occurred on Jan. 1, 2006.

    SECOND-QUARTER 2007 HIGHLIGHTS INCLUDE:

    -- Operating income of $107.6 million, compared with $212.8 million in the
       second quarter last year, which includes a $113.9 million gain from the
       sale of a 20 percent interest in Northern Border Pipeline Company;
    -- Gathering and processing segment operating income of $46.3 million,
       unchanged from the second quarter 2006;
    -- Natural gas liquids segment operating income of $31.8 million, compared
       with $29.2 million in the second quarter 2006;
    -- Pipelines and storage segment operating income of $25.7 million,
       compared with $25.0 million in the second quarter 2006;
    -- Interstate natural gas pipelines segment operating income of $7.8
       million, compared with $125.1 million in the second quarter 2006;
       second-quarter 2006 results include the $113.9 million gain on the sale
       of a 20 percent interest in Northern Border Pipeline;
    -- Equity earnings from investments of $18.8 million, compared with $18.3
       million in the second quarter 2006;
    -- Capital expenditures increasing to $129.6 million, compared with $35.8
       million in the second quarter 2006, primarily due to internally
       generated growth projects;
    -- Agreeing to acquire an interstate natural gas liquids (NGL) and refined
       petroleum products pipeline system and related assets from a subsidiary
       of Kinder Morgan Energy Partners, L.P. for approximately $300 million.
       The transaction is expected to close in the third quarter 2007 and be
       immediately accretive;
    -- Increasing the quarterly distribution to $1.00 per unit, marking the
       sixth consecutive quarter to raise the distribution.


    SECOND-QUARTER AND YEAR-TO-DATE 2007 BUSINESS-UNIT RESULTS

Gathering and Processing Segment

The gathering and processing segment reported EBITDA of $65.1 million in the second quarter 2007, compared with $64.4 million in the same period last year. Operating income was $46.3 million, unchanged from the same period in 2006. Net margin decreased as a result of lower volumes processed, primarily due to anticipated contract terminations, partially offset by higher gathering fees. 2007 operating costs for the segment were $30.6 million, a decrease of $2.5 million from the same period in 2006, primarily due to lower legal costs.

EBITDA for the six months 2007 was $112.5 million, compared with $127.5 million in the same period last year. Operating income was $76.7 million, compared with $93.2 million in 2006. Lower volumes processed, primarily due to anticipated contract terminations, resulted in a $10.9 million margin decrease, and lower realized commodity prices resulted in a $10.6 million margin decrease. These decreases were partially offset by $5.7 million in improved contractual terms in the gathering business. Operating costs for the segment were $64.6 million for the six-month 2007 period, relatively unchanged from the prior year.

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     Six Months Ended
                                           June 30,              June 30,
                                       2007       2006       2007       2006
    Percent of proceeds
      Wellhead purchases (MMBtu/d)    86,281    124,676     91,325    125,907
      NGL sales (Bbl/d)                6,113      7,346      6,044      7,131
      Residue sales (MMBtu/d)         30,441     29,675     30,406     28,905
      Condensate sales (Bbl/d)           740      1,125        711      1,115
      Percentage of total net
       margin                            57%        55%        57%        61%
    Fee-based
      Wellhead volumes (MMBtu/d)   1,188,139  1,142,586  1,178,325  1,149,272
      Average rate ($/MMBtu)           $0.25      $0.23      $0.25      $0.22
      Percentage of total net
       margin                            32%        26%        33%        25%
    Keep-whole
      NGL shrink (MMBtu/d)            23,837     34,709     24,351     36,974
      Plant fuel (MMBtu/d)             2,788      4,813      2,924      4,861
      Condensate shrink (MMBtu/d)      2,223      3,203      2,546      3,234
      Condensate sales (Bbl/d)           450        658        515        664
      Percentage of total net
       margin                            11%        19%        10%        14%



The 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 gathering and processing hedging information for 2007 and 2008:

                                                   Six Months Ending
                                                   December 31, 2007
                                         Volumes    Average Price     Volumes
    Nature of Exposure                   Hedged        Per Unit         Hedged
    Commodity Risk
     Natural gas liquids (Bbl/d) (a)      2,682     $0.84 ($/gallon)      41%
    Spread Risk
     Gross processing spread
      (MMBtu/d) (a)                       6,370     $3.04 ($/MMBtu)       25%
     Natural gas liquids (Bbl/d) (a)      1,560 (b) $0.80 ($/gallon)      21%

    (a)  Hedged with fixed-price swaps
    (b)  5,220 MMBtu/d equivalent

                                                      Year Ending
                                                   December 31, 2008

                                         Volumes    Average Price      Volumes
                                         Hedged        Per Unit         Hedged

    Natural gas liquids (Bbl/d) (a)       1,062     $0.85 ($/gallon)       8%

    (a)  Hedged with fixed-price swaps



The second-quarter 2007 realized gross processing spread was $4.55 per MMBtu, compared with $6.11 per MMBtu in 2006. For the six-month period ending June 30, 2007, the realized gross processing spread was $4.08 per MMBtu, compared with $4.70 per MMBtu in the same period last year. Based on current market conditions, the gross processing spread for the remainder of 2007 is expected to be above the five-year average of $2.55 per MMBtu.

For 2007, the partnership estimates that a 1 cent per gallon increase in the composite price of natural gas liquids would increase annual net margin by approximately $1.8 million. Also, a 10 cent per MMBtu increase in the price of natural gas would increase annual net margin by approximately $0.2 million. A $1.00 per barrel increase in the price of crude oil would increase annual net margin by approximately $0.5 million. All these sensitivities exclude the effects of hedging.

Natural Gas Liquids Segment

The natural gas liquids segment reported EBITDA of $37.8 million in the second quarter 2007, compared with $35.1 million in the same period last year. Operating income for second quarter 2007 was $31.8 million, compared with $29.2 million in the second quarter 2006.

The increase is primarily driven by increased margins as a result of higher product price spreads between Mont Belvieu, Texas, and Conway, Kan., higher isomerization price spreads and growth in volumes driven by new supply connections.

EBITDA for the six months was $75.4 million, compared with $57.5 million in the same period last year. Operating income was $63.8 million, compared with $46.4 million in 2006.

The six-month 2007 increases resulted from $10.5 million in higher product price spreads between Mont Belvieu, Texas, and Conway, Kan., higher isomerization price spreads and increased natural gasoline sales used in the production of ethanol fuel; $7.7 million in higher exchange margins from increased volumes due to new supply connections, improved natural gas processing economics and higher throughput and margins at the partnership's Mont Belvieu fractionator; and $4.0 million in higher storage margins due to new contracts and the acquisition of the Mont Belvieu storage business in the fourth quarter of 2006. Operating costs for the segment were $31.6 million in the year-to-date 2007 period, compared with $27.2 million in the same period last year. The increase results from higher employee-related costs, general taxes and the acquisition of the Mont Belvieu storage business.

The Conway-to-Mont Belvieu average spread based on Oil Price Information Service (OPIS) pricing in the second quarter 2007 for ethane/propane mix was 4.6 cents per gallon, compared with 3.4 cents per gallon in the same period last year. For the six-month 2007 period, the average spread was 5.1 cents per gallon, compared with 3.4 cents per gallon in the same period 2006.

Pipelines and Storage Segment

The pipelines and storage segment reported second-quarter 2007 EBITDA of $33.6 million, compared with $32.5 million in the same period last year. Operating income for the second quarter 2007 was $25.7 million, compared with $25.0 million for the second quarter 2006.

The increase is due primarily to higher margins from the segment's natural gas liquids gathering and distribution pipelines as a result of increased throughput from new natural gas processing plant connections. Natural gas storage margins also improved, partially offset by lower natural gas transported as a result of reduced natural gas-fired electric generation demand.

The segment's EBITDA for the six months 2007 was $69.7 million, compared with $69.3 million in the same period last year. Operating income was $53.8 million for the first half of 2007, compared with $53.7 million in 2006.

The increases are due to $4.8 million in increased natural gas liquids volumes resulting from new supply connections; $2.9 million increase from improved natural gas storage margins; partially offset by a $2.6 million decrease in natural gas transportation margins. Operating costs for the segment were $37.6 million year-to-date, compared with $34.9 million in the same period last year. The increase results from higher employee-related costs.

Interstate Natural Gas Pipelines Segment

The interstate natural gas pipelines segment reported second-quarter 2007 EBITDA of $21.6 million, compared with $141.4 million for the same period in 2006. Operating income for the second quarter 2007 was $7.8 million, compared with $125.1 million for the second quarter 2006. During the second quarter 2006, the partnership sold a 20 percent interest in Northern Border Pipeline and recorded a gain on sale of approximately $113.9 million, which is included in the segment's EBITDA and operating income.

Second-quarter 2007 operating income was also affected by decreased transportation revenue due to lower contracted volumes and increased operating costs, primarily due to employee-related costs.

Equity earnings from investments were $10.5 million, compared with $12.7 million in the second quarter 2006. The decrease is primarily related to lower revenues and a one-time cost of transitioning operations from ONEOK to an affiliate of TC PipeLines. In April 2006, the partnership completed the sale of a 20 percent partnership interest in Northern Border Pipeline to TC PipeLines, reducing ONEOK Partners' ownership in the pipeline to 50 percent, and transferred operating responsibility to an affiliate of TC PipeLines in April 2007.

EBITDA for the six months was $55.9 million, compared with $184.4 million in the same period last year. Operating income was $20.7 million, compared with $138.2 million in 2006. During the second quarter 2006, the partnership sold a 20 percent interest in Northern Border Pipeline and recorded a gain on sale of approximately $113.9 million.

Year-to-date operating income was also affected by $1.7 million in lower transportation revenue due to lower contracted volumes and $2.1 million in lower throughput and associated fuel position on Midwestern Gas Transmission. Operating costs for the segment were $17.7 million in the year-to-date 2007 period, compared with $17.1 million in the same period last year, primarily due to increased employee-related costs.

Equity earnings from investments were $28.6 million, compared with $38.9 million in the six-months ended 2006, primarily due to the decrease in the share of Northern Border Pipeline's earnings from 70 percent in the first quarter of 2006 to 50 percent beginning in the second quarter of 2006.

GROWTH ACTIVITIES

On July 2, 2007, the partnership announced an agreement to acquire an interstate natural gas liquids and refined petroleum products pipeline system and related assets from a subsidiary of Kinder Morgan Energy Partners, L.P. for approximately $300 million. The system extends from Bushton and Conway, Kan., to Chicago, Ill., and transports, stores and delivers a full range of NGL and refined products. These strategically located assets further expand ONEOK Partners' footprint by directly linking its Mid-Continent supply and storage network to markets in the upper Midwest. The acquisition also represents the partnership's first step into the refined petroleum products market, building on its existing core capabilities of transporting and storing both natural gas and natural gas liquids.

The partnership has previously announced that it will invest more than $1.5 billion in internally generated growth projects over the next three years.

Natural gas liquids projects include: the $433 million, 760-mile Overland Pass Pipeline, which will transport raw NGLs from Opal, Wyo., to Conway, Kan.; the $120 million, 150-mile lateral pipeline from the Piceance Basin in Colorado to the Overland Pass Pipeline; the $260 million, 440-mile NGL Arbuckle Pipeline from southern Oklahoma through northern Texas and continuing on to the Texas Gulf Coast; and another $216 million to make infrastructure upgrades in the partnership's existing natural gas liquids fractionation, storage and pipeline operations in the Mid-Continent.

Additional investments are being made in the $250 million, 110-mile Guardian Pipeline expansion and extension project from Milwaukee to Green Bay, Wis., and in the $41 million, 31-mile Midwestern Gas Transmission extension project. On July 26, 2007, Midwestern Gas received a notice to proceed from the Federal Energy Regulatory Commission; the proposed in-service date is fourth quarter 2007.

EARNINGS CONFERENCE CALL AND WEBCAST

ONEOK Partners and ONEOK management will conduct a joint conference call on Thursday, Aug. 2, 2007, at 11 a.m. Eastern Daylight Time (10 a.m. Central Daylight Time). The call will also be carried live on ONEOK Partners' and ONEOK's Web sites.

To participate in the telephone conference call, dial 866-814-1933, pass code 1109720, or log on to http://www.oneokpartners.com or http://www.oneok.com.

If you are unable to participate in the conference call or the webcast, the replay will be available on ONEOK Partners' Web site, http://www.oneokpartners.com, and 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 1109720.

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 Agreements. Management further uses EBITDA to compare the financial performance of its segments and to internally manage those business segments. Reconciliations of EBITDA to 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 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 much of the natural gas and NGL supply in the Mid-Continent with key market centers. Our general partner is ONEOK, Inc. (NYSE: OKE), a diversified energy company, which owns 45.7 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, visit the Web sites at http://www.oneokpartners.com or http://www.oneok.com.

Some of the statements contained and incorporated in this news release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. 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. The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements in certain circumstances. 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 Quarterly Report on Form 10-Q identified by words such as "anticipate," "estimate," "expect," "project," "intend," "plan," "believe," "should," "goal," "forecast" 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;
    -- the timing and extent of changes in commodity prices for natural gas,
       NGLs, electricity and crude oil;
    -- 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;
    -- risks of trading and hedging activities as a result of changes in
       energy prices or the financial condition of our counterparties;
    -- the timely receipt of approval by applicable governmental entities for
       construction and operation of our pipeline projects and other projects
       and required regulatory clearances;
    -- our ability to acquire all necessary rights-of-way permits and consents
       in a timely manner, to promptly obtain all necessary materials and
       supplies required for construction, and to construct pipelines without
       labor or contractor problems;
    -- our ability to control construction costs and completion schedules of
       our pipeline projects and other projects;
    -- the ability to market pipeline capacity on favorable terms;
    -- risks associated with adequate supply to our gathering, processing,
       fractionation and pipeline facilities, including production declines
       that outpace new drilling;
    -- the mechanical integrity of facilities operated;
    -- the effects of changes in governmental policies and regulatory actions,
       including changes with respect to income and other taxes, environmental
       compliance, authorized rates or recovery of gas costs;
    -- the results of administrative proceedings and litigation, regulatory
       actions and receipt of expected clearances involving regulatory
       authorities or any other local, state or federal regulatory body,
       including the FERC;
    -- actions by rating agencies concerning our credit ratings;
    -- 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 ability to access capital at competitive rates or on terms
       acceptable to us;
    -- demand for our services in the proximity of our facilities;
    -- the profitability of assets or businesses acquired by us;
    -- 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;
    -- performance of contractual obligations by our customers;
    -- the uncertainty of estimates, including accruals;
    -- our ability to control operating costs; and
    -- acts of nature, sabotage, terrorism or other similar acts that cause
       damage to our facilities or our suppliers' or shippers' facilities.


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 under Part I, Item 1A, "Risk Factors," in our Annual Report on Form 10-K for the year ended December 31, 2006, and our Quarterly Report on Form 10-Q for the period ended June 30, 2007, available on ONEOK Partners' Web site. 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.

    Analyst Contact: Christy Williamson
                     918-588-7163
    Media Contact:   Tom Droege
                     918-588-7561



    ONEOK Partners, L.P. and Subsidiaries
    CONSOLIDATED STATEMENTS OF INCOME
                                  Three Months Ended       Six Months Ended
                                       June 30,                June 30,
    (Unaudited)                    2007        2006        2007        2006
                              (Thousands of dollars, except per unit amounts)
    Revenues
    Operating revenue          $1,370,377  $1,159,350  $2,531,849  $2,329,180
    Cost of sales and fuel      1,153,997     947,584   2,110,322   1,915,719
    Net Margin                    216,380     211,766     421,527     413,461
    Operating Expenses
     Operations and maintenance    73,181      65,630     139,634     134,209
     Depreciation and
      amortization                 28,013      39,282      55,526      66,752
     Taxes other than income        7,249       8,136      16,257      14,913
    Total Operating Expenses      108,443     113,048     211,417     215,874
    Gain (Loss) on Sale of
     Assets                          (379)    114,061       1,824     115,366
    Operating Income              107,558     212,779     211,934     312,953
    Interest expense               33,503      30,787      65,803      67,221
    Other income (expense):
     Equity earnings from
      investments                  18,758      18,321      42,813      49,962
     Other income                   4,160       3,174       6,960       4,260
     Other expense                   (298)     (5,485)       (511)     (5,635)
    Total Other Income, net        22,620      16,010      49,262      48,587
    Minority interests in
     income of consolidated
     subsidiaries                      92         519         177       2,138
    Income before income taxes     96,583     197,483     195,216     292,181
    Income taxes                    1,964       1,284       4,841      25,478
    Net Income                    $94,619    $196,199    $190,375    $266,703

    Limited partners' interest
     in net income:
    Net income                    $94,619    $196,199    $190,375    $266,703
    General partners' interest
     in net income                 14,052      12,105      27,330      51,745
     Limited Partners' Interest
      in Net Income               $80,567    $184,094    $163,045    $214,958

    Limited partners' per unit
     net income:
     Net income per unit            $0.97       $2.22       $1.97       $3.33
    Number of Units Used in
     Computation  (Thousands)      82,891      82,891      82,891      64,644

    Supplemental Information:
    EBITDA (1)                   $156,534    $267,901    $313,727    $427,994
    Distributable cash
     flow (2)                    $121,951    $119,749    $238,934    $171,645
    Distributable cash flow
     per unit                       $1.30       $1.32       $2.55       $2.44

    (1) EBITDA is computed from net income plus minority interest, interest
        expense, income taxes, and depreciation and amortization; less equity
        AFUDC.
    (2) Distributable cash flow is computed from EBITDA less interest expense,
        maintenance capital expenditures, equity earnings, gain on sale of
        assets, distributions to minority interests and current income taxes;
        plus distributions received from equity investments.



    ONEOK Partners, L.P. and Subsidiaries
    CONSOLIDATED BALANCE SHEETS
                                                  June 30,        December 31,
    (Unaudited)                                      2007              2006
    Assets                                          (Thousands of dollars)

    Current Assets
     Cash and cash equivalents                      $56,639           $21,102
     Short-term investments                          26,038                 -
     Accounts receivable, net                       368,282           298,602
     Affiliate receivables                           67,104            88,572
     Gas and natural gas liquids in
      storage                                       189,504           198,141
     Commodity exchanges and imbalances              22,301            53,433
     Other                                           38,304            33,388
       Total Current Assets                         768,172           693,238

    Property, Plant and Equipment
     Property, plant and equipment                3,628,534         3,424,452
     Accumulated depreciation and
      amortization                                  713,545           660,804
       Net Property, Plant and Equipment          2,914,989         2,763,648

    Investments and Other Assets
     Investment in unconsolidated affiliates        741,851           748,879
     Goodwill and intangible assets                 685,918           689,751
     Other                                           23,515            26,201
       Total Investments and Other Assets         1,451,284         1,464,831
       Total Assets                              $5,134,445        $4,921,717

    Liabilities and Partners' Equity

    Current Liabilities
     Current maturities of long-term debt           $11,931           $11,931
     Notes payable                                  105,000             6,000
     Accounts payable                               502,825           361,967
     Affiliate payables                              15,607            25,737
     Commodity exchanges and imbalances             165,250           175,927
     Other                                           92,940            89,471
       Total Current Liabilities                    893,553           671,033

    Long-term Debt, net of current
     maturities                                   2,012,860         2,019,598

    Minority Interests in Consolidated
     Subsidiaries                                     5,710             5,606

    Deferred Credits and Other
     Liabilities                                     39,050            36,818

    Commitments and Contingencies

    Partners' Equity
     General partner                                 55,991            54,373
     Common units: 46,397,214 units issued
      and outstanding at June 30,
      2007, and December 31, 2006                   803,457           803,599
     Class B units: 36,494,126 units
      issued and outstanding at June
      30, 2007, and December 31, 2006             1,332,137         1,332,276
     Accumulated other comprehensive loss            (8,313)           (1,586)
     Total Partners' Equity                       2,183,272         2,188,662
       Total Liabilities and Partners' Equity    $5,134,445        $4,921,717



    ONEOK Partners, L.P. and Subsidiaries
    CONSOLIDATED STATEMENTS OF CASH FLOWS              Six Months Ended
                                                           June 30,
    (Unaudited)                                     2007               2006
                                                    (Thousands of dollars)
    Operating Activities
    Net income                                   $190,375           $266,703
    Depreciation and amortization                  55,526             66,752
    Minority interests in income of
     consolidated subsidiaries                        177              2,138
    Equity earnings from investments              (42,813)           (49,962)
    Distributions received from
     unconsolidated affiliates                     57,066             69,819
    Gain on sale of assets                         (1,824)          (115,366)
    Changes in assets and liabilities
     (net of acquisition and disposition
     effects):
     Accounts receivable                          (48,212)            67,428
     Inventories                                    6,144            (21,077)
     Accounts payable and other current
      liabilities                                 130,728             10,708
     Commodity exchanges and imbalances, net       14,888             31,980
     Accrued taxes other than income                  777             (9,497)
     Accrued interest                               1,204              4,315
     Derivative financial instruments               3,236             (3,178)
     Other                                         (6,259)            19,344
     Cash Provided by Operating Activities        361,013            340,107

    Investing Activities
    Changes in investments in
     unconsolidated affiliates                     (7,653)            (6,077)
    Acquisitions                                        -         (1,438,485)
    Proceeds from sale of assets                    3,753            297,558
    Capital expenditures                         (202,444)           (53,575)
    Changes in short-term investments             (26,038)                 -
    Increase in cash and cash equivalents
     attributable to previously unconsolidated
     subsidiaries                                       -              7,496
    Decrease in cash and cash equivalents
     attributable to previously consolidated
     subsidiaries                                       -            (22,039)
     Cash Used in Investing Activities            (232,382)        (1,215,122)

    Financing Activities
    Cash distributions:
     General and limited partners                (189,008)           (84,761)
     Minority interests                               (73)              (147)
    Cash flow retained by ONEOK                         -           (176,978)
    Short-term financing borrowings               400,000          1,432,500
    Short-term financing payments                (301,000)          (275,000)
    Payment of long-term debt                      (2,983)           (35,013)
    Other                                             (30)            (3,807)
     Cash Provided by (Used in) Financing
      Activities                                  (93,094)           856,794
       Change in Cash and Cash Equivalents         35,537            (18,221)
       Cash and Cash Equivalents at
        Beginning of Period                        21,102             43,090
       Cash and Cash Equivalents at End of
        Period                                    $56,639            $24,869
    Supplemental Cash Flow Information:
     Cash Paid for Interest                       $69,324            $37,785



    ONEOK Partners, L.P. and Subsidiaries
    INFORMATION AT A GLANCE
                                         Three Months Ended  Six Months Ended
                                              June 30,          June 30,
    (Unaudited)                             2007     2006    2007    2006
                                                 (Millions of dollars,
                                                 except per unit amounts)
    Gathering and Processing
    Net margin                             $88.4     $89.9  $161.8  $178.5
    Operating costs                        $30.6     $33.1   $64.6   $64.6
    Depreciation and amortization          $11.1     $10.5   $22.3   $21.1
    Operating income                       $46.3     $46.3   $76.7   $93.2
    Total gas gathered (BBtu/d)            1,188     1,142   1,178   1,149
    Total gas processed (BBtu/d)             619       993     614     958
    Natural gas liquids sales (MBbl/d)        38        41      37      41
    Natural gas liquids produced (MBbl/d)     40        53      39      52
    Natural gas sales (BBtu/d)               273       288     271     298
    Realized composite NGL sales price
     ($/gallon)                            $0.99     $0.96   $0.91   $0.91
    Realized condensate sales price
     ($/Bbl)                              $59.79    $59.83  $58.06  $58.65
    Realized natural gas sales price
     ($/MMBtu)                             $6.83     $5.81   $6.71   $6.88
    Realized gross processing spread
     ($/MMBtu)                             $4.55     $6.11   $4.08   $4.70
    Capital expenditures - growth          $18.9      $9.8   $32.1   $15.0
    Capital expenditures - maintenance      $4.2      $4.8    $6.7    $7.4

    Natural Gas Liquids
    Net margin                             $54.4     $50.5  $106.5   $84.3
    Operating costs                        $16.9     $15.9   $31.6   $27.2
    Depreciation and amortization           $5.8      $5.4   $11.1   $10.8
    Operating income                       $31.8     $29.2   $63.8   $46.4
    Natural gas liquids gathered (MBbl/d)    224       213     217     203
    Natural gas liquids sales (MBbl/d)       221       199     221     203
    Natural gas liquids fractionated
     (MBbl/d)                                349       333     334     309
    Conway-to-Mont Belvieu OPIS average
     spread
     Ethane/Propane mixture ($/gallon)     $0.05     $0.03   $0.05   $0.03
    Capital expenditures - growth          $12.5      $0.4   $17.2    $1.3
    Capital expenditures - maintenance      $2.6      $4.6    $5.3    $6.7

    Pipelines and Storage
    Net margin                             $52.3     $50.6  $106.9  $102.8
    Operating costs                        $18.8     $18.1   $37.6   $34.9
    Depreciation and amortization           $7.8      $7.6   $15.6   $15.1
    Operating income                       $25.7     $25.0   $53.8   $53.7
    Natural gas transported (MMcf/d)       1,172     1,242   1,370   1,357
    Natural gas liquids transported
     (MBbl/d)                                227       208     216     201
    Natural gas liquids gathered (MBbl/d)     78        58      74      57
    Average natural gas price
     Mid-Continent region ($/MMBtu)        $6.53     $5.57   $6.41   $6.40
    Capital expenditures - growth          $64.8      $9.3   $97.3   $11.6
    Capital expenditures - maintenance      $2.9      $2.6    $4.1    $3.9

    Interstate Natural Gas Pipelines
    Net margin                             $21.4     $23.2   $45.0   $48.8
    Operating costs                        $10.3      $8.4   $17.7   $17.1
    Depreciation and amortization           $3.3      $3.6    $6.6    $7.4
    Operating income                        $7.8    $125.1   $20.7  $138.2
    Equity earnings from investments       $10.5     $12.7   $28.6   $38.9
    Natural gas transported (MMcf/d)         850       848     939     949
    Capital expenditures - growth          $23.2      $1.3   $39.0    $3.9
    Capital expenditures - maintenance      $0.6      $2.5    $0.7    $3.0



    ONEOK Partners, L.P. and Subsidiaries
    RECONCILIATION OF EBITDA NON-GAAP FINANCIAL MEASURES

                                      Three Months Ended    Six Months Ended
                                           June 30,             June 30,
    (Unaudited)                         2007      2006       2007      2006
                                              (Thousands of dollars)
    Reconciliation of Net Income to
     EBITDA
    Net income                         $94,619  $196,199   $190,375  $266,703
    Minority interests                      92       519        177     2,138
    Interest expense                    33,503    30,787     65,803    67,221
    Depreciation and amortization       28,013    39,282     55,526    66,752
    Income taxes                         1,964     1,284      4,841    25,478
    Equity AFUDC                        (1,657)     (170)    (2,995)     (298)
      EBITDA                          $156,534  $267,901   $313,727  $427,994

    Gathering and Processing
     Reconciliation of Operating
     Income to EBITDA
    Operating income                   $46,274   $46,338    $76,726   $93,190
    Depreciation and amortization       11,145    10,501     22,267    21,068
    Equity earnings from investments     7,730     5,277     13,338    10,699
    Other income (expense)                 (40)    2,292        203     2,566
      EBITDA                           $65,109   $64,408   $112,534  $127,523

    Natural Gas Liquids
     Reconciliation of Operating
     Income to EBITDA
    Operating income                   $31,788   $29,237    $63,786   $46,362
    Depreciation and amortization        5,754     5,368     11,086    10,767
    Equity earnings from investments       414       316        693       144
    Other income (expense)                (157)      165       (116)      200
      EBITDA                           $37,799   $35,086    $75,449   $57,473

    Pipelines and Storage
     Reconciliation of Operating
     Income to EBITDA
    Operating income                   $25,706   $25,001    $53,769   $53,742
    Depreciation and amortization        7,786     7,559     15,563    15,142
    Equity earnings from investments       103        25        231       269
    Other income (expense)                 942      (133)     2,050       189
    Equity AFUDC                          (985)        -     (1,890)        -
      EBITDA                           $33,552   $32,452    $69,723   $69,342

    Interstate Natural Gas Pipelines
     Reconciliation of Operating
     Income to EBITDA
    Operating income                    $7,782  $125,109    $20,716  $138,176
    Depreciation and amortization        3,342     3,613      6,597     7,362
    Equity earnings from investments    10,511    12,703     28,551    38,850
    Other income (expense)                 654       183      1,148       358
    Equity AFUDC                          (672)     (170)    (1,105)     (298)
      EBITDA                           $21,617  $141,438    $55,907  $184,448



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

                                        Three Months Ended   Six Months Ended
                                             June 30,             June 30,
    (Unaudited)                           2007      2006      2007      2006
                               (Thousands of dollars, except per unit amounts)
    Reconciliation of EBITDA to
     Distributable Cash Flow
    EBITDA                             $156,534  $267,901  $313,727  $427,994
    Gain on sale of assets                  379  (114,061)   (1,824) (115,366)
    Interest expense                    (33,503)  (30,787)  (65,803)  (67,221)
    Maintenance capital                 (10,216)  (14,949)  (16,850)  (21,904)
    Distributions to minority interest      (73)      -         (73)     (147)
    Equity earnings from investments    (18,758)  (18,321)  (42,813)  (49,962)
    Distributions received from
     investments                         30,611    29,111    57,066    69,819
    Distributable cash flow to ONEOK
     for partial year ownership             -         -         -     (85,817)
    Current income tax expense and
     other                               (3,023)      855    (4,496)   14,249
      Distributable Cash Flow          $121,951  $119,749  $238,934  $171,645


    Distributions to General Partner    (14,099)   (9,955)  (27,369)  (13,980)
    Distributable Cash Flow to Limited
     Partners                          $107,852  $109,794  $211,565  $157,665

    Distributable Cash Flow per
     Limited Partner Unit                 $1.30     $1.32     $2.55     $2.44

    Average Units Outstanding            82,891    82,891    82,891    64,644



    ONEOK Partners, L.P. and Subsidiaries                        Exhibit A
    EARNINGS GUIDANCE*
                                              Previous    Updated
                                                2007        2007
                                              Guidance    Guidance     Change
                                         (Millions of dollars, except per
                                                     unit amounts)

    Operating Income
     Gathering and Processing                   $164        $166          $2
     Natural Gas Liquids                          90         105          15
     Pipelines and Storage                       100         108           8
     Interstate Natural Gas Pipelines             43          40          (3)
     Other                                       (10)        (15)         (5)
    Operating Income                             387         404          17
    Equity earnings from investments              80          86           6
    Other income (expense)                         2          19          17
    Interest expense, net                       (153)       (137)         16
    Income taxes and other                        (1)         (6)         (5)
    Net Income                                  $315        $366         $51

    Net income                                  $315        $366         $51
    Income allocated to general partner          (45)        (55)        (10)
    Limited Partners' Interest in Net
     Income                                      270         311          41

    Net Income per Unit                        $3.26       $3.75       $0.49

    Average Units Outstanding                   82.9        82.9         -


    Capital Expenditures

     Gathering and Processing                   $113        $110         $(3)
     Natural Gas Liquids                         151         144          (7)
     Pipelines and Storage                       437         435          (2)
     Interstate Natural Gas Pipelines            123         125           2
    Total Capital Expenditures                  $824        $814        $(10)

    Growth                                       759         749         (10)
    Maintenance                                   65          65         -
    Total Capital Expenditures                  $824        $814        $(10)

    *Amounts shown are midpoints of ranges provided.



    ONEOK Partners, L.P. and Subsidiaries                        Exhibit B
    EARNINGS GUIDANCE*
                                              Previous    Updated
                                                2007        2007
                                              Guidance    Guidance     Change
                                         (Millions of dollars, except per
                                                     unit amounts)

    Reconciliation of Net Income to
     EBITDA
    Net income                                  $315        $366         $51
    Interest expense                             153         137         (16)
    Depreciation and amortization                114         116           2
    Income taxes and other                         1           6           5
    Equity AFUDC                                 -           (15)        (15)
      EBITDA                                    $583        $610         $27

    Reconciliation of EBITDA to
     Distributable Cash Flow
    EBITDA                                      $583        $610         $27
    Interest expense                            (153)       (137)         16
    Maintenance capital                          (65)        (65)        -
    Equity earnings from investments             (80)        (86)         (6)
    Distributions received from
     investments                                  99         104           5
    Current income tax expense and other           4          (6)        (10)
      Distributable Cash Flow                   $388        $420         $32

    Distributable Cash Flow per Unit           $4.12       $4.40       $0.28

    *Amounts shown are midpoints of ranges provided.

OKS-FE

SOURCE ONEOK, Inc.

Analysts, Christy Williamson, +1-918-588-7163, or Media, Tom Droege, +1-918-588-7561,
both of ONEOK, Inc.
http://www.oneok.com