Exhibit 1(b)
ONEOK, INC.
PRICE DETERMINATION AGREEMENT
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August 12, ▇▇▇▇
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▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ SECURITIES LLC
FIRST UNION CAPITAL MARKETS CORP.
SUNTRUST EQUITABLE SECURITIES CORPORATION
c/o PaineWebber Incorporated
1285 Avenue of the Americas
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Dear Sirs:
Reference is made to the Underwriting Agreement, dated August 12, 1999 (the
"Underwriting Agreement"), between ONEOK, Inc., an Oklahoma corporation (the
"Company"), and the underwriters named in Schedule I thereto (collectively, the
"Underwriters"). The Underwriting Agreement provides for the purchase by the
Underwriters from the Company, subject to the terms and conditions set forth
therein, of an aggregate of $300,000,000 principal amount of the Company's 7
3/4% Notes due August 15, 2006 (the "Securities") to be issued pursuant to an
Indenture dated as of September 24, 1998 between the Company and Chase Bank of
Texas, National Association, as Trustee. This Agreement is the Price
Determination Agreement referred to in the Underwriting Agreement.
Pursuant to Section 1 of the Underwriting Agreement, the undersigned agrees
with the Underwriters that the purchase price for the Securities to be paid by
the Underwriters shall be 98.345% of the aggregate principal amount of the
Securities.
The Company represents and warrants to the Underwriters that the
representations and warranties of the Company set forth in Section 3 of the
Underwriting Agreement are accurate as though expressly made at and as of the
date hereof.
This Agreement shall be governed by the Law of the State of New York
Without Regard to the Conflict of law principles of such State.
If the foregoing is in accordance with your understanding of the agreement
between the Underwriters and the Company, please sign and return to the Company
a counterpart hereof, whereupon this instrument along with all counterparts and
together with the Underwriting Agreement shall be a binding agreement between
the Underwriters and the Company in accordance with its terms and the terms of
the Underwriting Agreement.
Very truly yours,
ONEOK, INC.
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
Confirmed as of the date
first above mentioned:
PAINEWEBBER INCORPORATED
BANC OF AMERICA SECURITIES LLC
FIRST UNION CAPITAL MARKETS CORP.
SUNTRUST EQUITABLE SECURITIES CORPORATION
By: PAINEWEBBER INCORPORATED
By: /s/ ▇▇▇▇▇ ▇▇▇▇▇
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Name: ▇▇▇▇▇ ▇▇▇▇▇
Title: Managing Director
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