The team announced on Saturday that both players will not make the trip to Houston. They were previously listed as doubtful.
Williams, Buffalo's starting left guard, has been limited with a back injury since training camp. He exited Buffalo's Week 3 loss to San Diego early after aggravating the injury.
Rookie Cyril Richardson is expected to receive his first career start in place of Williams. A fifth-round pick out of Baylor, Richardson worked with the starting unit at left guard during the portions of practice open to the media during the week.
Goodwin is out with a concussion. He took a hard hit late in Buffalo's loss to the Chargers, but suffered the head injury at Wednesday's practice according to the Bills.
Wide receiver Marcus Easley (knee) and linebacker Randell Johnson (linebacker) are also out. Linebacker Keith Rivers (groin), safety Da'Norris Searcy (ankle) and cornerback Ron Brooks (illness) are probable.