and (iii) exchange (the “ Pool 3 Offer”, and together with the Pool 1 Offer and the Pool 2 Offer, the “ Exchange Offers”) the ten series of notes described in the table below (the “ Pool 3 Notes” and, together with the Pool 1 Notes and the Pool 2 Notes, the “ Old Notes”) for New Notes identified in the table below and, as applicable, cash, as set forth in the table below. The aggregate principal amount of Pool 3 Notes that are accepted for exchange will be based on the order of acceptance priority for such series as set forth in the table below.
|Title of Security||Issuer||Consideration Exchanged For||
Acceptance Priority Level
|6.450% Global Notes due 2034||AT&T Inc.||New 2045 Notes||1|
|6.150% Global Notes due 2034||AT&T Inc.||New 2045 Notes||2|
|8.00% Notes, due 2031||AT&T Corp. (1)||New 2042 Notes||3|
|8.750% Notes, due 2031||New Cingular Wireless Services, Inc. (2)||New 2042 Notes||4|
|7.125% Senior Notes, due 2031||AT&T Mobility LLC (3)||New 2042 Notes||5|
|6.800% Notes, due 2036||AT&T Inc.||New 2045 Notes and cash||6|
|6.40% Global Notes due 2038||AT&T Inc.||New 2045 Notes and cash||7|
|6.500% Global Notes due 2037||AT&T Inc.||New 2042 Notes and cash||8|
|6.30% Global Notes due 2038||AT&T Inc.||New 2042 Notes and cash||9|
|6.550% Global Notes due 2039||AT&T Inc.||New 2045 Notes and cash||10|
(1) The 8.00% Notes due 2031 were issued by AT&T Corp. and are fully, unconditionally and irrevocably guaranteed by AT&T.