Exhibit (1)(b)
ONEOK, INC.
PRICE DETERMINATION AGREEMENT
-----------------------------
February 3, 1999
PAINEWEBBER INCORPORATED
0000 Xxxxxx xx xxx Xxxxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Dear Sirs:
Reference is made to the Underwriting Agreement, dated February 3, 1999
(the "Underwriting Agreement"), between ONEOK, Inc., an Oklahoma corporation
(the "Company"), and PaineWebber Incorporated ("you" or the "Underwriter"). The
Underwriting Agreement provides for the purchase by the Underwriter from the
Company, subject to the terms and conditions set forth therein, of an aggregate
of $100,000,000 principal amount of the Company's 6% Debentures due February 1,
2009 (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 agree
with you that the purchase price for the Securities to be paid by you shall be
98.894% of the aggregate principal amount of the Securities.
The Company represents and warrants to you 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 Underwriter 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 Underwriter and the Company in accordance with its terms and the terms of
the Underwriting Agreement.
Very truly yours,
ONEOK, INC.
By: /s/ Xxxxx X. Xxxx
_____________________________________________
Title: Vice President and Chief Financial Officer
Confirmed as of the date
first above mentioned:
PAINEWEBBER INCORPORATED
By: /s/ Xxxxx Xxxxx
__________________________
Title: Managing Director
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