Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
GIBSON JOHN WILLIAM
  2. Issuer Name and Ticker or Trading Symbol
ONEOK INC /NEW/ [OKE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman of the Board
(Last)
(First)
(Middle)
100 W. FIFTH STREET
3. Date of Earliest Transaction (Month/Day/Year)
07/31/2014
(Street)

TULSA, OK 74103
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $.0.01 07/31/2014   C   95,646.537 A $ 65.03 866,650.2848 D  
Common Stock, par value $.0.01 07/31/2014   C   109,487.119 A $ 65.03 976,137.4038 D  
Common Stock, par value $.0.01 07/31/2014   F   49,970.537 D $ 65.03 926,166.8668 D  
Common Stock, par value $.0.01 07/31/2014   F   42,034.1191 D $ 65.03 884,132.7477 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Deferred Performance Award/Phantom Stock (1) 07/31/2014   C     95,646.537   (1)   (1) Common Stock, par value $.0.01 95,646.537 $ 0 0 D  
Deferred Performance Award/Phantom Stock (2008) (2) 07/31/2014   C     109,487.119   (2)   (2) Common Stock, par value $.0.01 109,487.119 $ 0 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
GIBSON JOHN WILLIAM
100 W. FIFTH STREET
TULSA, OK 74103
  X     Chairman of the Board  

Signatures

 By: Eric Grimshaw, Attorney-in-Fact For: John W. Gibson   08/04/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Performance units awarded under Issuer's Equity Compensation Plan on 1-18-2007. At vest date on 1-18-2010, the reporting person was entitled to receive 84,000 shares of Issuer's common stock but elected to defer receipt of the shares until the later of separation of service or 7-17-2013. The reporting person surrendered 1,218 shares to cover taxes applicable to the vesting, resulting in deferral of 82,782 net shares. Since 1-18-2010, the deferred award has earned 12,864.5370 in dividend equivalents. The reporting person retired from the Company on 1-31-2014. On that date, the deferred award became subject to the six-month waiting period required by Section 409A of the Internal Revenue Code and applicable IRS regulations. The six-month waiting period expired on 7-31-2014. On that date, the deferred award and credited dividend equivalents were payable to the reporting person one share of Issuer's common stock for each deferred share and dividend equivalent.
(2) Performance units awarded under Issuer's Equity Compensation Plan on 1-17-2008. At vest date on 1-17-2011, reporting person was entitled to receive 100,000 shs. of Issuer's common stock but elected to defer receipt until the later of separation of service or 7-17-2014. Reporting person surrendered 1,450 shs. to cover taxes applicable to the vesting, and 98,550 net shs. were deferred. Since 1-17-2011, the award earned 10,937.1191 in dividend equivalents. The reporting person retired from the Company 1-31-2014. Based on reporting person's deferral election, the deferred shs. would be released on 7-17-2014. The release of the deferred shs. fell within a six-month waiting period required by Section 409A of the Internal Revenue Code and applicable IRS regulations, which period expired 7-31-2014. The deferred award and credited dividend equivalents were payable to the reporting person one share of Issuer's common stock for each deferred share and dividend equivalent.

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