Good day, ladies and gentlemen, and welcome to the ONEOK and ONEOK Partners third quarter earnings conference call. At this time all participants are in a listen-only mode. Later we will conduct a question-and-answer session and instructions will be given at that time. (Operator instructions). As a reminder, today’s conference call is being recorded. I would now like to turn the conference over to your host, Mr. Harrison. Sir, you may begin.

Thank you. Good morning, and welcome, everyone. A reminder that any statements that might include ONEOK or ONEOK Partners expectations or predictions should be considered forward-looking statements and are covered by the Safe Harbor Provision of the Securities Act of 1933 and 1934. Please note that actual results could differ materially from those projected in any forward-looking statements. For a discussion of factors that could cause actual results to differ, please refer to Securities and Exchange Commission filings. And now, let me turn the call over to John Gibson, ONEOK CEO and ONEOK Partners Chairman and CEO. John?

Thanks Dan. Good morning. And many thanks for joining us today and of course for your continued investment and interest in ONEOK and ONEOK Partners. Joining me on today’s call are Curtis Dinan, our Chief Financial Officer for both ONEOK and ONEOK Partners; Rob Martinovich, Chief Operating Officer of ONEOK; Terry Spencer, our Chief Operating Officer of ONEOK Partners; and Jim Kneale, President of ONEOK and ONEOK Partners. Jim as well as the other presenters will be available to answer questions following our discussion. As our earnings releases indicated, both ONEOK and ONEOK Partners had strong third quarter and year-to-date performances. At ONEOK, all three segments performed well. Our distribution segment turned in a solid performance, benefiting from new rate mechanisms in all three states. Energy services had another solid quarter, primarily as a result of higher transportation margins relative to the comparative period. And ONEOK Partners posted solid results due to increase in natural gas and natural gas liquids throughput, which relative to year-ago levels helped to offset the impact of lower commodity prices and narrow our NGL product price differentials. Based on our nine-month performance and our current view of prices and volumes for the remainder of this year, we are increasing our 2009 earnings guidance and range at ONEOK and tightening range at ONEOK Partners. In just a few moments, Curtis will provide additional information regarding guidance at both entities. During the third quarter at ONEOK Partners, we completed our $2 billion plus growth program that began for us in 2006. Our last project, the Piceance Lateral Pipeline, a 150-mile pipeline connecting the Piceance Basin with the Overland Pass Pipeline is in service and began transporting volumes in October. The completion of these projects provides the partnership with growing fee-based earnings and with the opportunity to increase the partnerships distributions now and in the future, which will benefit not only ONEOK Partners unit holders but also ONEOK shareholders. As we discussed at our recent Investor Day in October, these projects also provide a foundation for future growth opportunities that we will identify over the next five years. Terry will speak more specifically to those opportunities in just a few moments. In the partnerships natural gas gathering and processing business, we had been successful in growing our processed volumes and are confident in our ability to deliver continued volume growth for the remainder of this year and through 2010. We also expect continued NGL volume growth throughout this year and next. The completion of the NGL growth projects which we are focused on new NGL supplies, along with our ongoing efforts to grow our NGL volumes behind our existing assets position us as a premier NGL company with both the assets and the capabilities to meet our producers and our customers needs. Now at this time, Curtis Dinan will provide a more detailed look at ONEOK Partners financial highlights. And then Terry will review the partnerships operating highlights. Curtis?

Thanks John, and good morning, everyone. In the third quarter, ONEOK Partners reported net income of $122 million or $1 per unit compared with last year's third quarter net income of $204 million or $1.97 per unit. The decline reflects the impact of lower commodity prices in the partnerships natural gas gathering and processing segment and narrow our NGL product price differentials in the natural gas liquid segment more than offsetting the benefits of natural gas and natural gas liquids, volume increases from our completed capital projects. Distributable cash flow in the third quarter was lower by $47 million, but more than adequate to cover a $1.09 per unit third quarter distribution and maintain a 1.14 times coverage ratio well within a 1.05 to 1.15 target. As John noted earlier, ONEOK Partners updated its 2009 guidance and narrowed the range of $3.40 to $3.60 per unit. A slight increase in the midpoint of the range is primarily the result of lower than anticipated interest expense and higher allowance for funds used during construction. We have increased our hedges to lock in margins on expected production in the partnerships natural gas gathering and processing segment which has the most sensitivity to commodity price changes. For the remainder of 2009, we have hedged 88% of our expected NGL and condensate production at an average price of $1.26 per gallon and 88% of our expected natural gas production at $4.25 per MMBtu. We have also increased our hedge positions for 2010. Approximately 60% of our expected NGL and condensate production is hedged at an average price of $1.38 per gallon and 75% of our expected natural gas production is hedged at $5.55 per MMBtu. As it is our practice, we continually monitor the commodity markets and we will place additional hedges as conditions…

Thanks Curtis, and good morning. I will start with the partnerships natural gas businesses. The gathering and processing segment’s third quarter results were lower compared with last year’s strong performance primarily as a result of significantly lower commodity prices. In addition to lower prices, we also experienced a 4% decline in natural gas gathered in both the third quarter and the nine-month periods due primarily to production declines and curtailments by producers of dry natural gas from coal bed methane wells in the Powder River Basin. We have certainly seen a drop-off in drilling and volumes in this region due to lower natural gas prices. However, since this gas generally does not contain natural gas liquids and is not processed, it is some of our lowest margin throughput. And as natural gas prices have improved over the past month, we have experienced some resumption of flow from the production in the Powder River, but not yet back to previous levels. The good news is that our natural gas volumes processed increased to 2% for the quarter and is up about 3% year-to-date. Processing volumes remained strong because of our presence in the NGL rich play such as the Bakken Shale and the Williston Basin in North Dakota and the Woodford Shale in Oklahoma. These areas remain very active for new supply development driven by favorable drilling economics due in large part to the high natural gas liquids content and associated crude oil and condensate productions. Across the five states where we operate, drilling rig counts appear to have bottomed out during the first week of June and have been gradually increasing since then. As of the end of the September, our well connects across the segment September and year-to-date are down about 25% from 2008 levels. But the wells we…

Thank you, Terry. You have been busy. Good quarter. Turning to ONEOK now, let me now turn the discussion over to Curtis to review the ONEOK’s financial performance. And then, he will be followed by Rob Martinovich who will review ONEOK’s operating performance. Mr. Dinan.

Thanks, John. ONEOK's net income for the third quarter was $48 million or $0.45 per diluted share compared with last year’s third quarter net income of $58 million or $0.55 per diluted share. We increased ONEOK's 2009 earnings guidance range to $2.65 to $2.85 a share, reflecting strong results for the first three quarters of 2009 and confidence in our ability to perform over the balance of this year. This increase reflects improved operating performance in the distribution and energy services segment that Rob will discuss in a minute. ONEOK's year-to-date standalone free cash flow before changes in working capital exceeded capital expenditures and dividend payments by $158 million. We expect our standalone free cash flow for 2009 to be in the range of $200 million to $220 million. By virtue of ONEOK's general partner interest and ownership position, ONEOK received $70 million in distributions from the partnership in the third quarter, a 6% increase from the same period in 2008. At the partnerships current distribution level, ONEOK will receive approximately $278 million in distributions in 2009, a more than 10% increase over 2008. ONEOK's liquidity position is excellent. At the end of the third quarter and on a standalone basis, we had $309 million of commercial paper outstanding, which is backed by our $1.2 billion revolver that does not expire until 2011, $22 million in cash and cash equivalents and $470 million of natural gas and storage. At the end of October, our short-term borrowings were $300 million. We’ve previously stated that we do not expect our short-term borrowings to exceed $400 million for the rest of the year with significantly lower commodity prices and reduced natural gas storage capacity under lease in our energy services segment, we are on pace to be inside of this level. Our next scheduled debt maturity is not until 2011, when $400 million comes due. Our current standalone long-term debt-to-equity is 42% and our standalone total debt-to-equity is 46%. Combined with the free cash flow I described earlier, ONEOK has significant financial flexibility and liquidity with opportunities to make strategic acquisitions, increase our investment at ONEOK Partners, increase future dividends or repurchase shares. Finally, as I mentioned at our October analyst conference, we increased our long-term dividend payout ratio target to 60% to 70% of recurring earnings due to the stability of cash flows from all of our business segments, and we will continue to look for opportunities to increase the dividend and returns to our shareholders. Now, Rob Martinovich will provide an update on ONEOK’s operating performance. Rob.

Thanks Curtis, and good morning. Terry already talked about the ONEOK Partners segment, so I will start with energy services. We had another strong quarter driven primarily by an increase in transportation margins that we were able to realize because of the hedges we put in place last year on the Rockies to Mid-Continent capacity. Year-to-date operating income is also up, primarily due to increased premium service, transportation, and retail margins, partially offset by lower realized seasonal storage differentials. Our natural gas and storage at the end of the quarter was about 80 Bcf, up from last year’s 75 Bcf. This increase is primarily due to warmer than normal regional weather in the first quarter this year as compared with the colder than normal weather realized in the first quarter of 2008. We currently have 83 Bcf of storage capacity under lease as compared with 91 Bcf at this time last year. We anticipate further reductions to 72 Bcf in the first half of 2010 and down to 65 Bcf in 2011. This lower storage capacity combined with much lower natural gas prices has significantly reduced energy services working capital needs compared with prior years, yet still gives us plenty of capacity to serve our customers. As Curtis mentioned, we have updated our energy services 2009 operating income guidance to $122 million. This increase is primarily due to our success in contracting for and retention of premium service margins, as well as increased optimization opportunities. We expect demand revenues related to our premium service activities will slightly exceed last year’s. We have a high degree of confidence in our ability to achieve this updated guidance. We have nearly a 100% of our storage margins and 90% of our transportation margins hedged for the remainder of 2009, and believe there may…

Thank you, Rob, and congratulations on a good quarter. Both ONEOK and ONEOK Partners continued to perform well and have strong financial positions. Before we move to your questions, I would like to spend a few moments discussing the partnerships future growth and stability, as well as ONEOK’s future opportunities as a result of its strong free cash flow generation, which provides with the financial flexibility to create value over the long term. When we began the partnerships recent completed growth program in 2006, we promised to deliver increased earnings that would allow us the opportunity to grow our distributions, to benefit not only ONEOK Partners unit holders, but also ONEOK shareholders. This has happened and it will continue to happen. Despite lower commodity prices and an unstable market, we have been able to maintain and recently increase our distributions at the partnership, primarily if not solely due to earnings from these recently capital projects. And as I previously mentioned, these new assets provide us a foundation for future growth. We have identified the opportunities, and when appropriate we will announce the specific projects. At the partnership, we believe acquisition opportunities will develop over the next 18 months, primarily in gathering and processing assets. Regarding ONEOK, we have been asked frequently about potential uses of ONEOK’s estimated $200 million to $220 million in free cash flow. It’s a nice problem to have. Our financial structure as general partner and 45% owner of the partnership, provides us with a lot of options relative to acquisitions either at ONEOK or at the ONEOK Partners level. As previously discussed, we believe acquisition opportunities will be available primarily at the partnership. However, we are always looking for opportunities to grow our distribution companies. In any event, we will remain a disciplined buyer. We will…

Of course. (Operator instructions). Our first question comes from Michael Blum of Wells Fargo. Your line is open. Michael Blum – Wells Fargo: Thanks, good afternoon or good morning, everyone.

Hi Mike. Michael Blum – Wells Fargo: Couple of – just a couple of quick questions from me. The first, in terms of the hedging information you provided, have you – are those hedges mostly at the heavy end of the barrel on the NGL or have you also hedged on ethane?

Terry.

Yes, most of it is on the heavy end of the barrel. We still have some ethane to do. Michael Blum – Wells Fargo: Okay. Could – any granularity you are willing to provide on it?

Not really. Yes, I mean we are still –

The majority of the unhedged barrel is –

The majority of the unhedged is that thing. Michael Blum – Wells Fargo: Okay. And the second question is, you made some comments around natural gas pipeline growth potentially in the Mid-Continent, can you talk about what you are seeing there in terms of where you’re seeing the long-term opportunities from a growth perspective and would that – do you think that’s mostly going to entail expansion of existing pipelines or do you think there is actually room there for another pipeline and where would it go?

Well, from what I can tell you Michael is we are looking at a lot of things and particularly in the Mid-Continent supply is a key driver, the supply development in the Woodford Shale has been very significant and the outlook is very strong. So we see expansion opportunity of our existing assets and the potential for new pipeline facilities. So when – and we are talking to producers on a continual basis and trying to frame up economics and frame up the commercial structures.

So to provide a little more color to that, what if you say or I mean isn’t it true that in addition to expanding our existing system which – for which there are opportunities, we are not talking about across the country pipelines, we are talking mainly about just like on the NGL side moving incremental natural gas to liquid points. Just so that you don’t have a view that we are thinking about a Southern crossing of the United States or something like that. Michael Blum – Wells Fargo: Okay. And that’s helpful.

(Operator instructions). Our next question comes from Helen Rio of Barclays Capital. Pardon me, if I mispronounced. Your line is open. Helen Rio – Barclays Capital: Good morning. And couple of questions on OKS, given your expectation of processing volume growth in 2009 and 2010, is it reasonable to assume your equity volumes will hold or there will be higher in 2010 versus 2009 without major capital spending on the segment?

Well one of the drivers in that movement of equity volumes are contract structures, okay? So that – you have to take that into consideration, and in often times, that’s the primary mover. Now, if you are going to increase throughput and most of those contracts are POP type contracts, you are going to have to spend some capital to connect those wells, okay? So you will spend some capital and you will increase your equity position on NGL. Helen Rio – Barclays Capital: Okay. So the capital would be mostly to connect wells.

That’s correct. Helen Rio – Barclays Capital: Okay.

As it typically is. Helen Rio – Barclays Capital: Right, okay. And then another question is on your Arbuckle project, I think you talked about mid teens return, and is that return assumption based on the current capacity or the secure supply commitment of 210,000 barrel per day I guess just wondering what’s the volume assumption to get to that mid teens kind of return?

Well, I mean what we’ve provided you is a stair step if you will from where we are currently to that 210,000 barrels per day. That rate of return or those economics are based upon that volume forecast. Helen Rio – Barclays Capital: Okay, great. Thanks. And then I guess final question is, you talked about growth capital spending of about $300 million in 2010. And just wondering what do you expect to be the lead time of these projects, the timing of the spending whether you expect it to be front-end loaded or back-end loaded, just trying to get a sense of how much of EBITDA contribution you would actually see in the same year on the spending next year?

Well, of course, it’s going to front-end loaded. A lot of these projects are organic growth projects, so it’s going to take some time for the EBITDA to materialize. So we will spend a considerable portion of the capital. It – you won’t actually see most of that capital being spent until later in the year, okay? So from a profile standpoint, it will be more kind of back-end loaded in the year. So I guess what I am trying to say is there will be a lag of source. You will see some EBITDA in 2010, but a considerable portion of the EBITDA won’t be realized until subsequent periods.

But it is fair to say Helen that one of the advantages of – in the gathering and processing and then particularly in the NGL business as well is that you make – you spend capital to connect new wells or new processing plants to your system. You start making money pretty quick. Helen Rio – Barclays Capital: Right.

And is not a long lag time on those capital dollars, which is a part of the $300 million. Helen Rio – Barclays Capital: Okay. Great, thank you very much.

Our next question comes from Ross Payne from Wells Fargo. Your line is open. Ross Payne – Wells Fargo: How are you doing guys?

Good. How are you doing Ross? Ross Payne – Wells Fargo: Good. And Jim, you will be missed, thanks for all of your hard work over the number of years. On Bison, wanted to ask a question, what kind of impact that will have on Northern Border Pipeline in your view as you look out a couple of years after it’s been up and running?

Well, Ross, I mean it’s going to be significant. The project is targeted to startup late 2010 and clearly it adds another level of diversity to the supply portfolio for Border. It is their near-term significant growth opportunity, so I am not speaking for TransCanada, but what I can tell you is it’s very important for them and they look to continue to expand it even further into the Meeker area.

So – but also if you want more details, you should go to TransCanada. Ross Payne – Wells Fargo: And also on Overland Pass, it looks like that is almost able to reach full capacity fairly quickly with the Piceance Lateral, is that fair to say?

Right. And in terms of the current capacity, but as we said before, it’s expandable with additional some facilities. Ross Payne – Wells Fargo: Any thoughts on when that may happen?

Yes, from a timing standpoint, I mean the next – as we have indicated before in the next three to five years taking it to the maximum capacity level. Ross Payne – Wells Fargo: Over the next three to five years.

Right. Ross Payne – Wells Fargo: Do we have plans in the next couple of years to add more pump stations?

Absolutely, we will do. That’s going to transpire in stages between now and that timeframe. Ross Payne – Wells Fargo: Great. That’s helpful.

Our next question comes from Alex Meier of Zimmer Lucas. Your line is open. Alex Meier – Zimmer Lucas: Hi guys, congratulations on the quarter. Just had two questions, first off, I know you guys disclosed that you had about 79.6 Bcf of gas and storage at your energy marketing and trading. Can you tell me how much you had at the dis-co [ph] at the gas distribution company?

We had about 28 Bcf a day at our energy services and 34 Bcf total storage. Alex Meier – Zimmer Lucas: I see, a 34 in storage at the distribution company, okay. And then just on the energy marketing and trading –

No it’s 28. Alex Meier – Zimmer Lucas: 28.

The last number I gave you was the total capacity. Alex Meier – Zimmer Lucas: Total capacity. Okay. And then just in terms of I guess the strong transportation margins you saw at energy marketing and trading, if you just look at what the kind of Rockies versus Mid-Con basis is right now. It looks like it’s very skinny. So just in terms of the hedging, can you give a little more color on how it was such as a great quarter and how well you guys did and what’s driving that?

Well, again, those were hedges that – as a result of hedges that were put on last year when the differential was wider. So that’s what we are seeing now. Alex Meier – Zimmer Lucas: And do you have a lot of hedges remaining for the remainder of the year for the transportation segment that were pressed at kind of a similar levels to what you saw in the third quarter?

Yes, I mean, we are 90 – we are over 90% hedged. So I mean they would in the similar ballpark. Alex Meier – Zimmer Lucas: Okay, great. Thanks a lot again and congratulations. And Jim, best of luck.

Alex, thank you. I appreciate that.

And I am showing no further questions, sir.

Okay. Well, thank you. This concludes the ONEOK and ONEOK Partners conference call. As a reminder, our quiet period for the fourth quarter will start when we close our books in early January and will extend until earnings are released. We will provide a reporting date and conference call information on the fourth quarter at a later date. Andrew Ziola and I will be available throughout the day to answer your follow-up questions. Thanks for joining us and have a nice day.

Ladies and gentlemen, that does conclude today's conference. You may now disconnect and have a wonderful day.