and (iii) settlement of its private offer to 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 chart below and, as applicable, cash, as set forth in the table below. The aggregate principal amount of Pool 3 Notes that were accepted for exchange will be based on the order of acceptance priority for such series as set forth in the below table.

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.

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