ONEOK Partners Announces Third-quarter 2007 Earnings; Raises 2007 Guidance

October 31, 2007

TULSA, Okla., Oct 31, 2007 /PRNewswire-FirstCall via COMTEX News Network/ -- ONEOK Partners, L.P. (NYSE: OKS) today reported third-quarter 2007 net income of $95.9 million, or 98 cents per unit, compared with net income of $98.2 million, or $1.04 per unit, for the third quarter 2006.

For the nine-month period ended Sept. 30, 2007, ONEOK Partners reported net income of $286.3 million, or $2.94 per unit, compared with $364.9 million, or $4.26 per unit, for the same period in 2006. The 2006 year-to-date period includes a $113.9 million, or $1.58 per unit, gain from the sale of a 20 percent interest in Northern Border Pipeline Company. Excluding this one-time gain, the partnership's year-to-date net income increased $35.3 million, primarily due to supply growth and higher product price spreads in the natural gas liquids businesses.

The partnership also increased its 2007 earnings guidance to the range of $3.90 to $4.00 per unit and amended it to reflect its new segment reporting structure. The increase reflects anticipated stronger performance in the natural gas gathering and processing segment due to stronger NGL prices and continued benefit from increased volumes in the natural gas liquids gathering and fractionation segment. Distributable cash flow is now expected to be in the range of $4.60 to $4.70 per unit. ONEOK Partners' previous earnings guidance was estimated to be in the range of $3.65 to $3.85 per unit, with distributable cash flow in the range of $4.30 to $4.50 per unit. Additional information is available in Exhibits A and B.

"During the third quarter, both of the partnership's natural gas liquids segments continued to benefit from increased NGL volumes due primarily to new supply connections in the Mid-Continent region," said John W. Gibson, chairman, president and chief executive officer of ONEOK Partners. "Lower natural gas volumes processed, as a result of contract terminations that occurred late last year, reduced operating income in the natural gas gathering and processing segment.

"In addition to our internally generated growth projects, the recently completed acquisition of an interstate NGL and refined petroleum products pipeline system positions us well for future growth," Gibson added. "This newly acquired pipeline system links our existing Mid-Continent NGL assets to markets in the upper Midwest where there are additional opportunities to expand."

Cash flow, as measured by earnings before interest, taxes, depreciation and amortization (EBITDA), was $156.9 million in the third quarter 2007, compared with $158.6 million in the third quarter 2006. Distributable cash flow (DCF) in the third quarter 2007 was $107.1 million, or $1.11 per unit, compared with $107.9 million, or $1.16 per unit, in the third quarter 2006.

Operating income for the third quarter 2007 was $105.1 million, compared with $107.7 million for the third quarter 2006. The natural gas liquids businesses benefited from new supply connections in the Mid-Continent region, which increased volumes gathered, transported, fractionated and sold. These increases were offset by reduced margins in the natural gas gathering and processing segment due to lower volumes processed, primarily related to contract terminations in late 2006.

Excluding the gains on the sale of assets, year-to-date 2007 operating income increased to $315.1 million, compared with $305.2 million for the same period last year. The natural gas liquids businesses benefited from new supply connections in the Mid-Continent region, which increased NGL volumes gathered, transported, fractionated and sold, and higher NGL product price spreads. These increases were partially offset by reduced margins in the natural gas businesses, where the natural gas gathering and processing segment experienced lower volumes processed due to contract terminations in late 2006 and lower realized natural gas prices. The natural gas pipelines segment had reduced transportation revenues as a result of lower throughput and higher fuel usage.

The partnership's operating costs increased to $80.1 million in the third quarter 2007, compared with $76.3 million in the same period last year. Operating costs increased to $237.4 million for the nine months 2007, compared with $227.1 million in the same period last year. The increases for both the three- and nine-month periods are primarily due to increased employee-related costs and the addition of the Mont Belvieu NGL storage business that was acquired in the fourth quarter of 2006.

Depreciation and amortization expense was $28.8 million in the third quarter 2007, compared with $27.5 million in the same period last year. Year-to-date depreciation and amortization expense decreased to $84.3 million, compared with $94.3 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. Additionally, all prior periods presented have been revised to reflect the new segment reporting structure.

    THIRD-QUARTER 2007 SUMMARY INCLUDES:

    -- Operating income of $105.1 million, compared with $107.7 million in the
       third quarter 2006;
    -- Natural gas gathering and processing segment operating income of
       $44.6 million, compared with $56.2 million in the third quarter 2006,
       down primarily as a result of supply contract terminations in late
       2006;
    -- Natural gas pipelines segment operating income of $28.1 million,
       compared with $30.1 million in the third quarter 2006, as a result of
       lower throughput and higher fuel usage;
    -- Natural gas liquids gathering and fractionation segment operating
       income of $24.6 million, compared with $18.3 million in the third
       quarter 2006, up primarily as a result of new supplies;
    -- Natural gas liquids pipelines segment operating income of $9.3 million,
       compared with $7.4 million in the third quarter 2006, as a result of
       new supplies;
    -- Equity earnings from investments of $22.2 million, compared with
       $22.8 million in the third quarter 2006;
    -- Capital expenditures of $198.2 million, compared with $61.2 million in
       the third quarter 2006, increasing as a result of internally generated
       growth activities;
    -- Increasing the quarterly distribution to $1.01 cents per unit, marking
       the seventh consecutive quarter to raise the distribution;
    -- Completing an offering of $600 million of 30-year senior notes at
       6.85 percent;
    -- Completing the $300 million acquisition of an interstate natural gas
       liquids and refined products pipeline system and related assets from a
       subsidiary of Kinder Morgan Energy Partners, L.P. in October 2007;
    -- Restructuring the partnership's reporting segments and electing Pierce
       H. Norton II executive vice president - natural gas and Terry K.
       Spencer executive vice president - natural gas liquids; and
    -- Electing John W. Gibson chairman and Curtis L. Dinan a director of the
       board of directors of the general partner of the partnership, following
       the resignation of David Kyle as chairman and director, in anticipation
       of his retirement as a full-time ONEOK employee on Jan. 1, 2008.


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

Natural Gas Gathering and Processing Segment

The natural gas gathering and processing segment contributed EBITDA of $61.6 million in the third quarter 2007, compared with $72.6 million in the same period last year. Operating income for the third quarter 2007 was $44.6 million, compared with $56.2 million for the third quarter 2006.

Margins for the third quarter were reduced $10.0 million from lower volumes processed due to contract terminations that occurred in late 2006; $3.9 million from lower volumes due to summer flooding in the Mid-Continent region and reduced processing capacity due to a shutdown to install additional processing and fractionation capacity at the Grasslands plant; and $2.9 million from lower realized natural gas prices. These decreases were partially offset by $5.0 million in higher fee margins from improved contractual terms in the gathering business. Operating costs were $31.8 million in the third quarter 2007, compared with $32.7 million in the same period last year.

Segment EBITDA for the nine months 2007 was $174.2 million, compared with $200.1 million in the same period last year. Operating income was $121.3 million, compared with $149.4 million in 2006.

Margins for the nine months declined $20.9 million due to lower volumes processed resulting from contract terminations that occurred in late 2006; $13.5 million from lower realized natural gas prices; and $4.9 million from lower volumes due to winter storms and summer flooding in the Mid-Continent region and reduced processing capacity due to a shutdown to install additional processing and fractionation capacity at the Grasslands plant. These decreases were partially offset by $10.7 million in higher fee margins from improved contractual terms in the gathering business. Operating costs were $96.4 million in the nine months 2007, compared with $97.4 million in the same period last 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     Nine Months Ended
                                        September 30,         September 30,
                                       2007       2006       2007       2006
    Percent of proceeds
      Wellhead purchases (MMBtu/d)    76,841    117,310     86,361    123,041
      NGL sales (Bbl/d)                5,680      7,875      5,911      7,408
      Residue sales (MMBtu/d)         34,691     30,375     32,252     29,550
      Condensate sales (Bbl/d)           681      1,098        695      1,111
      Percentage of total net
       margin                            53%        53%        56%        58%
    Fee-based
      Wellhead volumes (MMBtu/d)   1,170,030  1,202,100  1,168,360  1,165,159
      Average rate ($/MMBtu)           $0.26      $0.23      $0.26      $0.22
      Percentage of total net
       margin                            32%        26%        32%        26%
    Keep whole
      NGL shrink (MMBtu/d)            22,056     37,078     23,555     37,009
      Plant fuel (MMBtu/d)             2,605      5,074      2,785      4,932
      Condensate shrink (MMBtu/d)      1,733      3,421      2,299      3,297
      Condensate sales (Bbl/d)           351        703        465        677
      Percentage of total net
       margin                            15%        21%        12%        16%



    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 hedging information for 2007
and 2008:



                                                  Three Months Ending
                                                   December 31, 2007

                                         Volumes     Average Price     Volumes
    Nature of Exposure                   Hedged        Per Unit         Hedged
    Commodity Risk
      Natural gas liquids (Bbl/d)(a)      2,664     $0.85 ($/gallon)      40%
    Spread Risk
      Gross processing spread
       (MMBtu/d)(a)                       6,386     $3.18 ($/MMBtu)       28%
      Natural gas liquids (Bbl/d)(a)      1,354(b)  $0.80 ($/gallon)      20%

    (a) Hedged with fixed-priced swaps
    (b) 4,439 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)       9%

    (a) Hedged with fixed-price swaps



The third-quarter 2007 realized gross processing spread was $5.54 per MMBtu, compared with $6.34 per MMBtu for the third quarter 2006. For the nine-month period 2007, the realized gross processing spread was $4.56 per MMBtu, compared with $5.27 per MMBtu in the same period last year.

The partnership currently estimates that a 1 cent per gallon increase in the composite price of natural gas liquids would increase annual net margin by approximately $1.7 million. A $1.00 per barrel increase in the price of crude oil would increase annual net margin by approximately $0.5 million. Also, a 10 cent per MMBtu increase in the price of natural gas would increase annual net margin by approximately $0.4 million. All of these sensitivities exclude the effects of hedging and assume normal operating conditions.

Natural Gas Pipelines Segment

The natural gas pipelines segment contributed EBITDA of $52.5 million in the third quarter 2007, compared with $55.3 million in the same period last year. Operating income for the third quarter 2007 was $28.1 million, compared with $30.1 million for the third quarter 2006.

The decreases are due to $1.9 million in reduced transportation revenue as a result of lower throughput and higher fuel usage and $1.4 million of higher operating expenses due to increased employee-related costs. These decreases were partially offset by $1.9 million of increased storage margins resulting from new and renegotiated contracts.

EBITDA for the nine months 2007 was $155.1 million, compared with $289.4 million in the same period last year. Operating income was $85.6 million, compared with $208.5 million in 2006. Second-quarter 2006 results include the sale by the partnership of a 20 percent interest in Northern Border Pipeline and the resulting gain on sale of approximately $113.9 million.

Year-to-date 2007 operating income was also affected by $6.4 million in reduced transportation revenues as a result of lower throughput and higher fuel usage; $2.3 million in lower reimbursements associated with intrastate pipeline construction activity in Oklahoma; and $3.1 million of higher operating expenses due to increased employee-related costs. These decreases were partially offset by $4.5 million of increased storage margins resulting from new and renegotiated contracts.

Equity earnings from investments were $16.5 million in the third quarter 2007, relatively unchanged from the same period last year. Year-to-date 2007 equity earnings from investments were $45.3 million in 2007, compared with $56.1 million last year, as a result of a lower ownership interest in Northern Border Pipeline. 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.

Natural Gas Liquids Gathering and Fractionation Segment

The natural gas liquids gathering and fractionation segment contributed EBITDA of $30.8 million in the third quarter 2007, compared with $23.7 million in the same period last year. Operating income for the third quarter 2007 was $24.6 million, compared with $18.3 million for the third quarter 2006.

The operating income increases are due to $9.4 million from increased volumes due to new supply connections in the Mid-Continent region and $1.5 million in higher storage margins due to new contracts and the acquisition of the Mont Belvieu storage business in the fourth quarter of 2006. These results were partially offset by increased operating costs of $3.5 million resulting from higher contract service costs at storage facilities, higher employee-related costs and the acquisition of the Mont Belvieu storage business. Depreciation and amortization expense also increased $1.1 million.

EBITDA for the nine months 2007 was $105.4 million, compared with $80.9 million in the same period last year. Operating income was $88.4 million, compared with $64.7 million in 2006.

The segment's year-to-date operating income increases are due to $13.2 million in higher margins from increased volumes due to new supply connections in the Mid-Continent region, improved natural gas processing economics and higher volumes at the partnership's Mont Belvieu fractionator; $13.1 million in higher optimization margins due to increased product price spreads and higher isomerization price spreads; and $6.8 million in higher storage margins due to new contracts and the acquisition of the Mont Belvieu storage business in the fourth quarter of 2006. These results were partially offset by increased operating costs of $7.9 million resulting from higher employee-related costs, general taxes and the acquisition of the Mont Belvieu storage business. Depreciation and amortization expense also increased $1.4 million over the nine-month period.

The Conway-to-Mont Belvieu average price spread, based on Oil Price Information Service (OPIS) pricing in the third quarter 2007 for ethane/propane mix, was 5.2 cents per gallon, compared with 5.8 cents per gallon in the same period last year. For the nine-month 2007 period, the average price spread was 5.1 cents per gallon, compared with 4.2 cents per gallon in the same period 2006.

Natural Gas Liquids Pipelines Segment

The natural gas liquids pipelines segment contributed EBITDA of $11.5 million in the third quarter 2007, compared with $10.3 million in the same period last year. Operating income for the third quarter 2007 was $9.3 million, compared with $7.4 million for the third quarter 2006.

Margins increased $2.9 million primarily as a result of higher volumes gathered due to new supply connections and higher volumes transported between the Mid-Continent and the Texas Gulf Coast. Operating expenses for the quarter increased $0.9 million over the prior year.

EBITDA for the nine months 2007 was $35.4 million, compared with $30.3 million in the same period last year. Operating income was $26.4 million, compared with $20.9 million in 2006. Margins increased $7.6 million primarily from higher volumes gathered due to new supply connections and higher volumes transported between the Mid-Continent and the Texas Gulf Coast. Operating expenses for the nine months increased $2.2 million due to higher employee-related costs and general taxes.

GROWTH ACTIVITIES

On Oct. 8, 2007, the partnership completed the purchase of an interstate natural gas liquids and refined petroleum products pipeline system from a subsidiary of Kinder Morgan Energy Partners, L.P. (NYSE: KMP) 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 assets further expand ONEOK Partners' footprint by directly linking its existing Mid-Continent NGL assets to markets in the upper Midwest. The acquisition is accretive and will be reported in the natural gas liquids pipelines segment.

The partnership has announced that it will invest more than $1.6 billion in internally generated growth projects through 2009.

Natural gas liquids projects include the $535 million, 760-mile Overland Pass Pipeline, which will transport raw NGLs from Opal, Wyo., to Conway, Kan. In early October the pipeline received permitting approval and began construction. The project's construction costs have increased, primarily because of higher labor and construction equipment costs and anticipated higher costs associated with constructing the pipeline during the winter months.

Other NGL projects include: the $120 million, 150-mile lateral pipeline from the Piceance Basin in Colorado to the Overland Pass Pipeline; the $260 million, 440-mile 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 also being made in the $250 million, 119-mile Guardian Pipeline expansion and extension project, which in late October received its Final Environmental Impact Statement from the Federal Energy Regulatory Commission. The project has a targeted in-service date of November 2008. The $41 million, 31-mile Midwestern Gas Transmission extension project is expected to be in service in the fourth quarter 2007.

CONFERENCE CALL AND WEBCAST

ONEOK Partners and ONEOK management will conduct a joint conference call on Thursday, Nov. 1, 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 1109728, 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 1109728.

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 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 news release 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 capital intensive nature of our businesses;
    -- 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;
    -- changes in demand for the use of natural gas because of market
       conditions caused by concerns about global warming or changes in
       governmental policies and regulations due to climate change
       initiatives;
    -- 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 and costs of
       environmental remediation;
    -- 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. 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.

    ONEOK Partners, L.P. and Subsidiaries
    CONSOLIDATED STATEMENTS OF INCOME
                                  Three Months Ended      Nine Months Ended
                                     September 30,           September 30,
    (Unaudited)                    2007        2006        2007        2006
                               (Thousands of dollars, except per unit amounts)
    Revenues
    Operating revenue          $1,410,257  $1,218,541  $3,954,245  $3,562,013
    Cost of sales and fuel      1,196,373   1,007,075   3,317,421   2,935,374
    Net Margin                    213,884     211,466     636,824     626,639
    Operating Expenses
      Operations and maintenance   71,470      68,206     212,517     204,127
      Depreciation and
       amortization                28,800      27,517      84,326      94,269
      General taxes                 8,609       8,106      24,866      23,019
    Total Operating Expenses      108,879     103,829     321,709     321,415
    Gain on Sale of Assets            111          36       1,935     115,402
    Operating Income              105,116     107,673     317,050     420,626
    Equity earnings from
     investments                   22,162      22,788      64,975      72,750
    Other income                    4,596         890      11,556       5,150
    Other expense                     125          41         636       5,676
    Interest expense               33,510      32,670      99,313      99,891
    Income before Minority
     Interests and Income
     Taxes                         98,239      98,640     293,632     392,959
    Minority interests in
     income of consolidated
     subsidiaries                     125         134         302       2,272
    Income before income taxes     98,114      98,506     293,330     390,687
    Income taxes                    2,198         284       7,039      25,762
    Net Income                    $95,916     $98,222    $286,291    $364,925

    Limited partners' interest
     in net income:
    Net income                    $95,916     $98,222    $286,291    $364,925
    General partners' interest
     in net income                 14,872      11,736      42,203      63,481
      Limited Partners' Interest
       in Net Income              $81,044     $86,486    $244,088    $301,444

    Limited partners' per unit
     net income:
      Net income per unit           $0.98       $1.04       $2.94       $4.26
    Number of Units Used in
     Computation  (Thousands)      82,891      82,891      82,891      70,727

    Supplemental Information:
    EBITDA (1)                   $156,857    $158,614    $470,585    $586,608
    Distributable cash flow (2)  $107,083    $107,949    $346,018    $279,439
    Distributable cash flow
     per unit                       $1.11       $1.16       $3.66       $3.59

    (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
                                                September 30,     December 31,
    (Unaudited)                                      2007             2006
    Assets                                          (Thousands of dollars)

    Current Assets
      Cash and cash equivalents                   $794,418           $21,102
      Accounts receivable, net                     381,667           298,602
      Affiliate receivables                         42,922            88,572
      Gas and natural gas liquids in storage       227,498           198,141
      Commodity exchanges and imbalances            44,385            53,433
      Other                                         22,741            33,388
        Total Current Assets                     1,513,631           693,238

    Property, Plant and Equipment
      Property, plant and equipment              3,841,227         3,424,452
      Accumulated depreciation and
       amortization                                741,878           660,804
        Net Property, Plant and Equipment        3,099,349         2,763,648

    Investments and Other Assets
      Investment in unconsolidated affiliates      741,310           748,879
      Goodwill and intangible assets               684,001           689,751
      Other                                         26,629            26,201
        Total Investments and Other Assets       1,451,940         1,464,831
        Total Assets                            $6,064,920        $4,921,717

    Liabilities and Partners' Equity

    Current Liabilities
      Current maturities of long-term debt         $11,931           $11,931
      Notes payable                                365,000             6,000
      Accounts payable                             508,847           361,967
      Affiliate payables                            27,471            25,737
      Commodity exchanges and imbalances           195,073           175,927
      Other                                        121,180            89,471
        Total Current Liabilities                1,229,502           671,033

    Long-term Debt, net of current maturities    2,607,913         2,019,598

    Minority Interests in Consolidated
     Subsidiaries                                    5,761             5,606

    Deferred Credits and Other
     Liabilities                                    40,907            36,818

    Commitments and Contingencies

    Partners' Equity
      General partner                               56,765            54,373
      Common units: 46,397,214 units issued
       and outstanding at September 30,
       2007, and December 31, 2006                 802,423           803,599
      Class B units: 36,494,126 units
       issued and outstanding at September 30,
       2007, and December 31, 2006               1,331,323         1,332,276
      Accumulated other comprehensive loss          (9,674)           (1,586)
      Total Partners' Equity                     2,180,837         2,188,662
        Total Liabilities and Partners'
         Equity                                 $6,064,920        $4,921,717



    ONEOK Partners, L.P. and Subsidiaries
    CONSOLIDATED STATEMENTS OF CASH FLOWS              Nine Months Ended
                                                         September 30,
    (Unaudited)                                     2007               2006
                                                     (Thousands of dollars)
    Operating Activities
    Net income                                    $286,291           $364,925
    Depreciation and amortization                   84,326             94,269
    Allowance for funds used during
     construction                                  (14,411)                 -
    Minority interests in income of
     consolidated subsidiaries                         302              2,272
    Equity earnings from investments               (64,975)           (72,750)
    Distributions received from
     unconsolidated affiliates                      77,144             93,209
    Gain on sale of assets                          (1,935)          (115,402)
    Changes in assets and liabilities
     (net of acquisition and disposition
     effects):
      Accounts receivable                          (37,415)            61,863
      Inventories                                  (33,392)               130
      Accounts payable and other current
       liabilities                                 148,614              7,893
      Commodity exchanges and imbalances, net       22,627             (1,803)
      Accrued taxes other than income                6,561             (3,617)
      Accrued interest                              23,086              2,623
      Derivative financial instruments               3,336             (2,973)
      Other                                         18,605              4,860
      Cash Provided by Operating Activities        518,764            435,499

    Investing Activities
    Investments in unconsolidated
     affiliates                                     (5,546)            (6,458)
    Acquisitions                                         -         (1,374,888)
    Proceeds from sale of assets                     3,959            297,595
    Capital expenditures                          (400,634)          (114,788)
    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           (402,221)        (1,213,082)

    Financing Activities
    Cash distributions:
      General and limited partners                (285,998)          (173,462)
      Minority interests                              (147)              (343)
    Cash flow retained by ONEOK                          -           (177,486)
    Short-term financing borrowings              1,100,000          1,530,000
    Short-term financing payments                 (741,000)        (1,732,000)
    Issuance of long-term debt                     598,146          1,397,328
    Payment of long-term debt                       (8,948)           (37,995)
    Other                                           (5,280)           (15,655)
      Cash Provided by Financing Activities        656,773            790,387
        Change in Cash and Cash Equivalents        773,316             12,804
        Cash and Cash Equivalents at
         Beginning of Period                        21,102             43,090
        Cash and Cash Equivalents at End of
         Period                                   $794,418            $55,894
    Supplemental Cash Flow Information:
      Cash Paid for Interest                       $91,823            $72,925




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

                                         Three Months Ended  Nine Months Ended
                                             September 30,     September 30,
    (Unaudited)                             2007      2006     2007    2006
                                                 (Millions of dollars,
                                                except per unit amounts)
    Natural Gas Gathering and Processing
    Net margin                             $87.6     $99.4   $249.4  $278.0
    Operating costs                        $31.8     $32.7    $96.4   $97.4
    Depreciation and amortization          $11.3     $10.5    $33.5   $31.6
    Operating income                       $44.6     $56.2   $121.3  $149.4
    Equity earnings from investments        $6.2      $5.7    $19.5   $16.4
    Total gas gathered (BBtu/d)            1,170     1,202    1,168   1,165
    Total gas processed (BBtu/d)             617     1,017      615     980
    Natural gas liquids sales (MBbl/d)        37        43       37      42
    Natural gas sales (BBtu/d)               289       324      279     307
    Realized composite NGL sales price
     ($/gallon)                            $1.09     $1.02    $0.97   $0.95
    Realized condensate sales price
     ($/Bbl)                              $69.05    $51.79   $61.25  $56.75
    Realized natural gas sales price
     ($/MMBtu)                             $5.41     $5.68    $6.20   $6.48
    Realized gross processing spread
     ($/MMBtu)                             $5.54     $6.34    $4.56   $5.27
    Capital expenditures - growth          $27.1     $10.7    $59.2   $25.7
    Capital expenditures - maintenance      $4.9      $3.2    $11.7   $10.6

    Natural Gas Pipelines
    Net margin                             $60.2     $61.1   $179.7  $185.2
    Operating costs                        $24.1     $22.8    $70.0   $66.9
    Depreciation and amortization           $8.1      $8.2    $24.2   $24.7
    Operating income                       $28.1     $30.1    $85.6  $208.5
    Equity earnings from investments       $16.5     $16.9    $45.3   $56.1
    Natural gas transported (MMcf/d)       3,378     3,512    3,524   3,664
    Average natural gas price
      Mid-Continent region ($/MMBtu)       $5.42     $5.77    $6.08   $6.19
    Capital expenditures - growth          $38.6     $10.5    $79.6   $18.3
    Capital expenditures - maintenance      $5.1      $8.4     $9.3   $12.3

    Natural Gas Liquids and Fractionation
    Net margin                             $48.8     $37.9   $155.3  $122.2
    Operating costs                        $17.8     $14.3    $49.4   $41.5
    Depreciation and amortization           $6.4      $5.4    $17.5   $16.1
    Operating income                       $24.6     $18.3    $88.4   $64.7
    Natural gas liquids gathered (MBbl/d)    232       208      222     205
    Natural gas liquids sales (MBbl/d)       223       201      221     202
    Natural gas liquids fractionated
     (MBbl/d)                                370       326      346     315
    Conway-to-Mont Belvieu OPIS average
     spread
      Ethane/Propane mixture ($/gallon)    $0.05     $0.06    $0.05   $0.04
    Capital expenditures - growth          $17.2      $1.0    $34.4    $2.2
    Capital expenditures - maintenance      $3.2      $5.5     $8.5   $12.3

    Natural Gas Liquids Pipelines
    Net margin                             $18.0     $15.1    $51.9   $44.3
    Operating costs                         $5.6      $4.7    $16.6   $14.3
    Depreciation and amortization           $3.0      $3.0     $9.0    $9.0
    Operating income                        $9.3      $7.4    $26.4   $20.9
    Natural gas liquids transported
     (MBbl/d)                                225       199      219     200
    Natural gas liquids gathered (MBbl/d)     84        61       78      58
    Capital expenditures - growth         $100.7     $20.1   $196.0   $27.8
    Capital expenditures - maintenance      $1.4      $1.6     $2.0    $4.7



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

                                        Three Months Ended  Nine Months Ended
                                           September 30,       September 30,
    (Unaudited)                           2007      2006      2007      2006
                                               (Thousands of dollars)
    Reconciliation of Net Income to
     EBITDA
    Net income                          $95,916   $98,222  $286,291  $364,925
    Minority interests                      125       134       302     2,272
    Interest expense                     33,510    32,670    99,313    99,891
    Depreciation and amortization        28,800    27,517    84,326    94,269
    Income taxes                          2,198       284     7,039    25,762
    Equity AFUDC                         (3,692)     (213)   (6,686)     (511)
      EBITDA                           $156,857  $158,614  $470,585  $586,608

    Natural Gas Gathering and
     Processing Reconciliation of
     Operating Income to EBITDA
    Operating income                    $44,550   $56,218  $121,276  $149,408
    Depreciation and amortization        11,277    10,520    33,544    31,588
    Equity earnings from investments      6,180     5,741    19,518    16,440
    Other income (expense)                 (366)      130      (163)    2,696
    Equity AFUDC                              -         -         -         -
      EBITDA                            $61,641   $72,609  $174,175  $200,132

    Natural Gas Pipelines
     Reconciliation of Operating
     Income to EBITDA
    Operating income                    $28,122   $30,140   $85,560  $208,477
    Depreciation and amortization         8,089     8,219    24,246    24,687
    Equity earnings from investments     16,493    16,943    45,275    56,062
    Other income (expense)                  807       251     2,140       726
    Equity AFUDC                         (1,005)     (213)   (2,110)     (511)
      EBITDA                            $52,506   $55,340  $155,111  $289,441

    Natural Gas Liquids Gathering and
     Fractionation Reconciliation of
     Operating Income to EBITDA
    Operating income                    $24,628   $18,275   $88,414   $64,656
    Depreciation and amortization         6,439     5,368    17,525    16,134
    Equity earnings from investments          -         -         -         -
    Other income (expense)                 (304)       46      (571)       95
    Equity AFUDC                              -         -         -         -
      EBITDA                            $30,763   $23,689  $105,368   $80,885

    Natural Gas Liquids Pipelines
     Reconciliation of Operating
     Income to EBITDA
    Operating income                     $9,347    $7,370   $26,394   $20,931
    Depreciation and amortization         2,987     3,010     8,990     9,047
    Equity earnings from investments       (511)      104       182       248
    Other income (expense)                2,407      (142)    4,423        81
    Equity AFUDC                         (2,687)        -    (4,576)        -
      EBITDA                            $11,543   $10,342   $35,413   $30,307



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

                                        Three Months Ended   Nine Months Ended
                                           September 30,       September 30,
    (Unaudited)                           2007      2006      2007      2006
                                       (Thousands of dollars, except per unit
                                                      amounts)
    Reconciliation of EBITDA to
     Distributable Cash Flow
    EBITDA                             $156,857  $158,614  $470,585  $586,608
    Gain on sale of assets                 (111)      (36)   (1,935) (115,402)
    Interest expense                    (33,510)  (32,670)  (99,313)  (99,891)
    Maintenance capital                 (14,593)  (18,855)  (31,443)  (40,759)
    Distributions to minority interest      (74)     (196)     (147)     (343)
    Equity earnings from investments    (22,162)  (22,788)  (64,975)  (72,750)
    Distributions received from
     investments                         20,078    23,390    77,144    93,209
    Distributable cash flow to ONEOK
     for partial year ownership               -         -         -   (85,817)
    Current income tax expense and
     other                                  598       490    (3,898)   14,584
      Distributable Cash Flow          $107,083  $107,949  $346,018  $279,439


    Distributions to General Partner    (14,928)  (11,612)  (42,297)  (25,592)
    Distributable Cash Flow to Limited
     Partners                           $92,155   $96,337  $303,721  $253,847

    Distributable Cash Flow per
     Limited Partner Unit                 $1.11     $1.16     $3.66     $3.59

    Average Units Outstanding
     (Thousands)                         82,891    82,891    82,891    70,727



    ONEOK Partners, L.P. and Subsidiaries   Exhibit A
    EARNINGS GUIDANCE*

                                              Updated     Previous
                                                2007        2007
                                              Guidance    Guidance     Change
                                             (Millions of dollars, except per
                                                        unit amounts)
    Operating Income
      Natural Gas Gathering & Processing        $181        $166         $15
      Natural Gas Pipelines                      112         109           3
      Natural Gas Liquids Gathering &
       Fractionation                             110         105           5
      Natural Gas Liquids Pipelines               38          38           -
      Other                                      (15)        (14)         (1)
    Operating Income                             426         404          22
    Equity earnings from investments              87          86           1
    Other income (expense)                        19          19           -
    Interest expense, net                       (139)       (137)         (2)
    Income taxes and other                        (8)         (6)         (2)
    Net Income                                  $385        $366         $19

    Net income                                  $385        $366         $19
    Income allocated to general partner          (58)        (55)         (3)
    Limited Partners' Interest in Net
     Income                                      327         311          16

    Net Income per Unit                        $3.95       $3.75       $0.20

    Average Units Outstanding                   82.9        82.9           -


    Capital Expenditures

      Natural Gas Gathering & Processing         $87        $110        $(23)
      Natural Gas Pipelines                      132         138          (6)
      Natural Gas Liquids Gathering &
       Fractionation                             144         144           -
      Natural Gas Liquids Pipelines              451         422          29
    Total Capital Expenditures                  $814        $814          $-

    Growth                                      $749        $749          $-
    Maintenance                                   65          65           -
    Total Capital Expenditures                  $814        $814          $-

    *Amounts shown are midpoints of ranges provided.



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

    Reconciliation of Net Income to EBITDA
    Net income                                  $385        $366         $19
    Interest expense                             139         137           2
    Depreciation and amortization                115         116          (1)
    Income taxes and other                         7           6           1
    Equity AFUDC                                 (14)        (15)          1
      EBITDA                                    $632        $610         $22

    Reconciliation of EBITDA to Distributable
     Cash Flow
    EBITDA                                      $632        $610         $22
    Interest expense                            (139)       (137)         (2)
    Maintenance capital                          (65)        (65)          -
    Equity earnings from investments             (87)        (86)         (1)
    Distributions received from investments      107         104           3
    Current income tax expense and other          (5)         (6)          1
      Distributable Cash Flow                   $443        $420         $23

    Distributable Cash Flow per Unit           $4.65       $4.40       $0.25

    *Amounts shown are midpoints of ranges provided.



    Analyst Contact:  Christy Williamson
                      918-588-7163

    Media Contact:    Tom Droege
                      918-588-7561

OKS-FE


SOURCE ONEOK Partners, L.P.

http://www.oneok.com