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EXHIBIT
99.4
  Set
forth below is a portion of the section of the Registration Statement
of Williams Pipeline Partners L.P. (the Partnership)
entitled Cash Distribution Policy and Restrictions on
Distributions. A 25% interest in Northwest will be held by the
Partnership as its sole asset immediately following the initial
public offering of common units representing limited partner
interests in the Partnership. As a result, Northwest has provided
certain of its historical and forecasted financial information to the
Partnership. The page numbers herein refer to the relevant pages of the Registration Statement
of the Partnership.
  (3)
    
    Unaudited pro forma cash available for distribution from
    Northwest for the year ended December 31, 2006 and for the
    twelve months ended June 30, 2007 is calculated as follows:  Year Ended


Twelve MonthsDecember 31,


Ended June 30,Northwest

2006


2007(In thousands)Pro forma net income

$
85,668
(a
)

$
131,880
(a
)Add:Interest expense


42,916




49,122Depreciation


79,488
(b
)


83,709
(b
)Less:Regulatory credits


4,469




3,598Interest income


7,343




5,149Other income (expense), net


9,254
(c
)


26,654
(d
)Pro forma Adjusted
    EBITDA  100%

$
187,006



$
229,310Pro forma Adjusted
    EBITDA  25%


46,752




57,328Add:Cash received for interest income


7,682




5,023Less:Cash paid for interest expense


43,667




50,856Maintenance capital
    expenditures (e)


153,303




146,696Pro forma cash available for
    distribution  100%

$
(2,282
)


$
36,781Pro forma cash available for
    distribution  25%

$
(571
)


$
9,195   (a)
    
    Represents historical net income for the period, adjusted to
    reflect the depreciation of Williams purchase price allocation,
    the elimination of the provision for income taxes and the
    earnings associated with the Parachute Lateral.(b)
    
    Represents historical depreciation for Northwest adjusted to
    reflect depreciation associated with the Williams purchase price
    allocation.(c)
    
    Of this amount, $8.9 million is EAFUDC. The remaining
    $0.3 million consists of other miscellaneous income. See
    Managements Discussion and Analysis of Financial
    Condition and Results of Operations.(d)
    
    Of this amount, $16.6 million represents a change in
    accounting estimate related to a pension regulatory liability.
    Northwest historically recorded a regulatory asset or liability
    for the difference between pension expense as estimated under
    Statement of Financial Accounting Standards No. 87,
    Employers Accounting for Pensions, and the
    amount Northwest funded as a contribution to its pension plans.
    As a result of recent information, including its most recent
    rate filing, Northwest re-assessed the probability of refunding
    or recovering this difference and concluded that it is not
    probable that it will be refunded or recoverable in future
    rates. Additionally, $6.0 million of this amount represents
    a recognition of previously deferred income related to the
    termination of the Grays Harbor transportation agreement, and
    $7.3 million is EAFUDC. The difference includes other
    miscellaneous expense of $3.2 million. See
    Managements Discussion and Analysis of Financial
    Condition and Results of Operations and the audited
    financial statements of Northwest included elsewhere in this
    prospectus.(e)
    
    Maintenance capital expenditures are those expenditures required
    to maintain the existing operating capacity and service
    capability of assets including replacement of system components
    and equipment that are worn, obsolete, completing their useful
    life, or necessary to remain in compliance with environmental
    laws and regulations. 53




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NORTHWEST
  UNAUDITED
    FORECASTED STATEMENT OF ESTIMATED CASH
 AVAILABLE
    FOR DISTRIBUTION
  Twelve Months EndingSeptember 30,2008(Unaudited)(In thousands)Operating revenues

$
419,826Operating expenses:General and administrative


63,722Operations and maintenance


76,702Depreciation


82,672Regulatory credits (1)


(3,520
)Taxes, other than income


19,986Other


120Total operating expenses


239,682Operating income


180,144Add:Interest income


65AFUDC (2)


3,842Other income (expense), net


742Less:Interest expense


52,739Net income


132,054Adjustments to reconcile net
    income to Adjusted EBITDAAdd:Depreciation


82,672Interest expense


52,739Less:Interest income


65Regulatory credits (1)


3,520AFUDC (2)


3,842Other income (expense), net


742Adjusted EBITDA 
    100%


259,296Adjusted EBITDA 
    25%


64,824Add:Cash received for interest income


65Less:Cash paid for interest expense


46,933Maintenance capital expenditures


91,431Cash available for
    distribution  100%

$
120,997Cash available for
    distribution  25%

$
30,249Estimated debt to total
    capitalization ratio as of September 30, 2008 (3)


0.44:1     (1)
    
    FERC has approved the accounting for the differences between
    book depreciation and Northwests levelized depreciation as
    a regulatory asset with an offsetting credit. Please read
    Note 1, Summary of Significant Accounting
    Policies  Property, Plant and Equipment to the
    financial statements of Northwest included elsewhere in this
    prospectus.(2)
    
    Allowance for funds used during construction (AFUDC), which is a
    non-cash item, represents the estimated cost of borrowed (debt
    AFUDC) and equity funds (EAFUDC) applicable to utility plant in
    process of construction and is included as a cost of property,
    plant and equipment because it constitutes an actual 57




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cost of construction under established regulatory practices. In
    Northwests historical financials, debt AFUDC is netted
    against interest expense and equity AFUDC is included in other
    income (expense), net.  (3)
    
    Williams has an unsecured $1.5 billion revolving credit
    agreement that terminates in May 2012. Northwest has access to
    $400.0 million under the agreement to the extent not
    otherwise utilized by Williams. The credit agreement contains
    financial covenants requiring Northwest and Williams to maintain
    a ratio of debt to total capitalization of not more than 0.55 to
    1, in the case of Northwest, and 0.65 to 1, in the case of
    Williams, in addition to other financial covenants. See
    Managements Discussion and Analysis of Financial
    Condition and Results of Operations  Liquidity and
    Capital Resources of Northwest. For the year ended
    December 31, 2006 and for the six months ended
    June 30, 2007, Northwest and Williams were in compliance
    with these covenants. If an event of default exists under the
    credit agreement, the lenders will be able to accelerate the
    maturity of all borrowings under the credit agreement and
    exercise other rights and remedies.  Assumptions
    and Considerations
  Northwest
   58




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Northwests
    Operating Revenues
          Northwests
    Operating Expenses
      
    We estimate that Northwests operations and maintenance and
    general and administrative expenses will be approximately
    $140.4 million for the twelve months ending
    September 30, 2008, as compared with $122.2 million
    and $127.2 million on a historical basis for the year ended
    December 31, 2006 and the twelve months ended June 30,
    2007, respectively. We estimate that Northwest will incur
    approximately $10.1 million in additional rental expense
    related to the Parachute Lateral and approximately
    $0.3 million of additional costs to operate the Parachute
    Lateral. Subject to FERC approval, the Parachute Lateral will
    not be owned by Northwest and will instead be transferred to an
    affiliate of Williams. We expect that the $10.4 million of
    expenses related to the Parachute Lateral will be offset by
    revenues collected from transportation services rendered by
    Northwest on the Parachute Lateral. Northwest recorded a credit
    of approximately $4.5 million related to its Salt Lake City
    building lease in the fourth quarter of 2006, with the costs
    being treated as a reduction in expenses. We estimate that
    Northwest 59




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
    Northwests operating expenses for the twelve months ended
    June 30, 2007 included a reduction in pension expense of
    approximately $16.6 million related to a regulatory
    liability reversal.
    We estimate that Northwests depreciation expense, net of
    regulatory credits, for the twelve months ending
    September 30, 2008 will be approximately
    $79.2 million, which is an increase of $8.4 million
    and $3.3 million when compared with the year ended
    December 31, 2006 and the twelve months ending
    June 30, 2007, respectively. This increase is due to
    property additions, primarily associated with the Capacity
    Replacement Project. Please see Business 
    Regulatory Matters  Capacity Replacement
    Project.
    We estimate that Northwests taxes other than income taxes
    for the twelve months ending September 30, 2008 will be
    approximately $20.0 million, which is an increase of
    $5.0 million and $8.6 million when compared with the
    year ended December 31, 2006 and the twelve months ended
    June 30, 2007, respectively. This increase is due to
    property additions, primarily associated with the Capacity
    Replacement Project.    
    There will not be any material expenditures related to new
    federal, state or local regulations or interpretations.
    There will not be any material change in the natural gas
    industry or in market, regulatory and general economic
    conditions that would affect Northwests or our cash
    available for distribution.
    Northwest will not undertake any extraordinary transactions that
    would affect its cash available for distribution or adjusted
    EBITDA.
    There will be no material nonperformance or credit-related
    defaults by Northwests suppliers, customers or vendors.    
    We expect Northwests maintenance capital expenditures to
    be approximately $91.4 million for the twelve months ending
    September 30, 2008, as compared with $153.3 million
    and $146.7 million for the year ended December 31,
    2006 and for the twelve months ended June 30, 2007,
    respectively. The decrease is due primarily to accelerated
    maintenance capital expenditures in prior periods associated
    with meeting regulatory compliance requirements related to
    pipeline integrity and reliability.
    We expect Northwests cash interest expense to be
    approximately $46.9 million for the twelve months ending
    September 30, 2008 as compared with $43.7 million and
    $50.9 million for the year ended December 31, 2006 and
    for the twelve months ended June 30, 2007, respectively.
    The decrease relative to the twelve months ended June 30,
    2007 is due primarily to the early retirement of
    $175.0 million of 8.125% senior notes in April 2007,
    partially offset by the issuance of $185.0 million of 5.95%
    senior notes in April 2007. The increase relative to the year
    ended December 31, 2006 is due primarily to the 60




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
    We expect Northwests expansion capital expenditures to be
    approximately $14.5 million for the twelve months ending
    September 30, 2008, as compared with $315.7 million
    and $255.4 million for the year ended December 31,
    2006 and the twelve months ended June 30, 2007,
    respectively. Northwests expansion capital expenditures
    for the twelve months ending September 30, 2008 are
    expected to include approximately $1.2 million associated
    with the Colorado Hub Connection Project and approximately
    $10.9 million associated with the Jackson Prairie
    underground storage facility. The majority of the expansion
    capital expenditures for the year ended December 31, 2006
    and for the twelve months ended June 30, 2007 were related
    to the Capacity Replacement Project and construction of the
    Parachute Lateral. Our forecast assumes that Northwest will fund
    its estimated expansion capital expenditures for the twelve
    months ending September 30, 2008 with cash on hand from
    amounts received for repayment by Williams of funds advanced to
    Williams by Northwest in connection with Northwests
    participation in Williams cash management program.
    However, these capital expenditures may instead be financed with
    borrowings under the Williams credit agreement.
    We expect that Northwest will remain in compliance with its debt
    covenants.   61