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Administrative Services Agreement

ADMINISTRATIVE SERVICES AGREEMENT

This Administrative Services Agreement (?Agreement?) is effective as of October 1, 2007 (the ?Effective Date?), by and between Northwest Pipeline Services LLC, a Delaware limited liability company (?Contractor?), and Northwest Pipeline GP, a Delaware general partnership (?Northwest?).

A. Northwest is in the business of owning and operating natural gas pipeline, storage, and related facilities used in the transportation and storage of natural gas in interstate commerce (the ?Business?).

B. Effective as of September 30, 2007 at 11:59 p.m., Contractor entered into a Personnel Services Agreement with Williams WPC ? I , a Delaware corporation (?WPC?), pursuant to which WPC will be the employer primarily for payroll, benefits and administrative operations and Contractor will be the employer primarily with respect to business operations (the ?WPC Agreement?).

C. Northwest requires certain services to operate the Business and to fulfill other general and administrative functions relating to the Business.

D. Contractor has agreed to provide such services in accordance with the terms of this Agreement, and Northwest is willing to engage Contractor subject to the terms and conditions of this Agreement.

In consideration of the foregoing recitals, which are incorporated herein by this reference, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties agree as follows:

1. Definitions.

1.1 Definitions. In addition to the terms defined above and the other terms defined herein, as used in this Agreement, the following capitalized terms shall have the meanings set forth below:

?Affiliate? means, with respect to any Person, any other Person that directly or indirectly through one or more intermediaries controls, is controlled by or is under common control with, the Person in question, with the term ?control? meaning the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a Person, whether through ownership of voting securities, by contract or otherwise.

?Bankrupt? with respect to any Person means the Person shall generally be unable to pay its debts as such debts become due, or shall so admit in writing or shall make a general assignment for the benefit of creditors; or any proceeding shall be instituted by or against the Person seeking to adjudicate it a bankrupt or insolvent, or seeking liquidation, winding up,

reorganization, arrangement, adjustment, protection, relief, or composition of it or its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of a receiver, trustee, or other similar official for it or for any substantial part of its property and, in the case of any such proceeding instituted against it (but not instituted by it), shall remain undismissed or unstayed for a period of 30 days; or the Person shall take any action to authorize any of the actions set forth above.

?Confidential Information? means non-public information about the disclosing party?s or any of its Affiliates? business or activities that is proprietary and confidential, which shall include all business, financial, technical and other information, including software (source and object code) and programming code, of a party or its Affiliates marked or designated ?confidential? or ?proprietary? or by its nature or the circumstances surrounding its disclosure it should reasonably be regarded as confidential, regardless of the means by which it was disclosed. Confidential Information does not include information that (i) is in or enters the public domain without breach of this Agreement, or (ii) the receiving party lawfully receives from a third party without restriction on disclosure and to the receiving party?s knowledge without breach of a nondisclosure obligation.

?Default Rate? means an interest rate (which shall in no event be higher than the rate permitted by applicable law) equal to the prime interest rate of Contractor?s principal lender.

?Governmental Approval? means any material consent, authorization, certificate, permit, right-of-way grant or approval of any Governmental Authority that is necessary for the construction, ownership, or operation of the Business in accordance with applicable Laws.

?Governmental Authority? means any court or tribunal in any jurisdiction or any federal, state, tribal, municipal, or local government or other governmental body, agency, authority, department, commission, board, bureau, instrumentality, arbitrator, or arbitral body or any quasi-governmental or private body lawfully exercising any regulatory or taxing authority.

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