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AT&T Wireless Services

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Company Profile

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Reference Code: 144

Publication Date: Oct 2004

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AT&T WIRELESS SERVICESTABLE OF CONTENTS

TABLE OF CONTENTS

Company Overview ....................................................... 4

Key Facts........................................................................ 4

Business Description.................................................... 5

History ............................................................................ 7

Key Employees .............................................................. 8

Major Products And Services..................................... 16

SWOT Analysis ............................................................ 17

Top Competitors .......................................................... 22

Company View ............................................................. 23

Locations and Subsidiaries........................................ 26


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AT&T WIRELESS SERVICESCompany Overview

COMPANY OVERVIEW

AT&T Wireless Services is a wireless communications service provider in the US. Thecompany provides voice, data, Internet and text solutions. AT&T is headquartered inRedmond, Washington and employs approximately 31,000 people.

AT&T Wireless recorded revenues of $16,695 million during the fiscal year endedDecember 2003, an increase of 6.8% over fiscal 2002. This increase was primarilydue to a growth in the subscriber base and higher roaming, international and datarevenues.

KEY FACTS

Head Office AT&T Wireless Services7277 164th Avenue NEBuilding 1RedmondWA 98052United States

Phone +1 425 580 6000

Fax +1 425 580 8505

Web Address http://www.attws.com

Revenues/turnover(US$ Mn)

16695

Financial Year End December

Employees 31000

SIC Codes SIC 4812 Radiotelephone Communications

NAICS Codes 51333, 513321, 513322

New York Ticker AWE


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AT&T WIRELESS SERVICESBusiness Description

BUSINESS DESCRIPTION

AT&T Wireless is a leading provider of wireless voice and data services to consumersand businesses. The company provides its services through its own network, jointventure partners and roaming partners. It provides coverage to more than 130countries.

AT&T Wireless owns equity interests in wireless operations in Canada, the Caribbean,Asia, and Europe. As of March 2004, the company served 21.7 million subscribers inthe US.

The company provides wireless voice and data services over two separate butoverlapping networks. One network uses time division multiple access (TDMA) as itssignal transmission technology.

The other network provides voice and enhanced data services which use signaltransmission technology known as global system for mobile (GSM) communicationsand general packet radio services (GPRS).

The company sells GSM/GPRS devices in a variety of forms, which are manufacturedby companies including Siemens Aktiengesellschaft and Novatel Wireless. Its GAITphones provide access to its broader combined TDMA/GSM/GPRS coverage footprintand high-speed data services.

AT&T Wireless is divided into three major business divisions: Mobility, Internationaland Mobile Multimedia Services (MMS).

The company’s domestic wireless operations are grouped under the Mobility division.It offers digital voice services in each of the top 50 markets and wireless data servicesin over 6500 cities and towns across the US.

Its International division includes its equity interests in wireless carriers in a number ofcountries, global services (roaming) through alliances with leading carriers and itsnetworks and licenses in North American countries.

In 2000, AT&T Wireless and NTT DoCoMo, a leader in wireless data, announced astrategic alliance that made them among the first in the US to develop the nextgeneration of mobile multimedia services on a wireless network.

This wholly-owned subsidiary of AT&T Wireless develops mobile multimediaapplications for both business and consumer markets including wireless email


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AT&T WIRELESS SERVICESBusiness Description

access, text and multimedia messaging services, voice recognition services, mobilenews and entertainment services, fleet management and numerous applications tosupport vertical industries, location-based services and streaming audio and video.

AT&T Wireless provides customers with devices from a number of equipmentmanufacturers; Nokia, Sony Ericsson, LG, NEC, Panasonic, Motorola, Samsung,Siemens PDA and messaging devices from RIM BlackBerry, Handspring, Palm,Siemens and wireless modems by Sony-Ericsson and Sierra Wireless. Its multi-vendor strategy for network equipment uses switches, antennas from companies suchas Lucent, Nokia, Nortel and Ericsson.


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AT&T WIRELESS SERVICESHistory

HISTORY

In 2001, AT&T Wireless split from AT&T, to become the largest independently ownedand operated wireless company in North America.

AT&T Bell Laboratories invented wireless phone service in 1947. In 1984, it built itsfirst cellular systems in Chicago and Washington. AT&T Wireless, then McCawCellular Communications, introduced wireless SS7 signaling in 1990, allowing thecreation of the North American cellular network and making national automaticroaming possible for wireless customers.

In 1993, the company developed the nation’s first digital packet data technologyallowing for wireless connectivity for personal computer users. The first market todemonstrate this technology was Las Vegas, Nevada. The next year, AT&TCorporation acquired McCaw Cellular Communications.

In 1998, the company introduced the PocketNet(R) service, the world’s first wirelessphone that allowed a user to access information on the Internet as well as send andreceive phone calls and messages. The company launched its national Digital OneRate service in the same year.

The company acquired TeleCorp PCS in 2002. The same year it launched AOL andYahoo Instant Messaging for wireless phones. Over 2002-2003, AT&T Wirelessentered into strategic partnerships with Microsoft, Dell, HP and IBM. In 2003, itlaunched EDGE, the fastest national wireless data network in the US.

In February 2004, Cingular Wireless agreed to buy AT&T Wireless Services for about$41 billion.

In September 2004, Rogers Communications announced that it paid $1.37 billion incash to AT&T Wireless for its 34% interest in their joint venture Rogers WirelessCommunications.


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AT&T WIRELESS SERVICESKey Employees

KEY EMPLOYEES

Name Job Title Board CompensationJohn D Zeglis Chairman of the Board, Chief

Executive Officer and Presi-dent

Executive Board $2,906,122

Walter Y Elisha Director Non Executive Board

Nobuharu Ono Director Non Executive Board

Donald V Fites Director Non Executive Board

A Barry Rand Director Non Executive Board

Ralph S Larsen Director Non Executive Board

Carolyn M Ticknor Director Non Executive Board

John W Madigan Director Non Executive Board

Dr Koichi Nishimura Director Non Executive Board

Andre Dahan President, Mobile Multimedia Services

Senior Management $1,615,094

Michael G Keith President, Mobility Opera-tions


Jordan M Roderick President, International Senior Management

Adele Ambrose Executive Vice President, Public Relations and Inves-tor Communications

Senior Management

Lewis M Chakrin Executive Vice President, Corporate Strategy and Busi-ness Development


Gregory P Landis General Counsel and Execu-tive Vice President

Senior Management

D Jane Marvin Executive Vice President, Human Resources

Senior Management

Joseph McCabe Jr Chief Financial Officer and Executive Vice President


Roderick D Nelson Chief Technology Officer and Executive Vice President

Senior Management

Brian Shay Executive Vice President, Sales

Senior Management

G Michael Sievert Executive Vice President and Chief Marketing Officer

Senior Management

Gregory L Slemons Executive Vice President, Wireless Network Services

Senior Management


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AT&T WIRELESS SERVICESKey Employee Biographies

KEY EMPLOYEE BIOGRAPHIES

John D Zeglis

Board: Executive BoardJob Title: Chairman of the Board, Chief Executive Officer and PresidentSince: 2001Age: 56Salary: $1,065,652Bonus: $1,840,470Total Annual Compensation: $2,906,122

Mr Zeglis has been chief executive officer since 1999 and chairman and presidentsince 2001. From 1997 to 1999, he served as president of AT&T, and from June toNovember 1997, he served as its vice chairman. He is a director of Helmerich andPayne and Georgia-Pacific Corporation.

Walter Y Elisha

Board: Non Executive BoardJob Title: DirectorSince: 2001Age: 71

Mr Elisha served as chairman of the board of Springs Industries from 1983 to 1998.He was chief executive officer of Springs Industries from 1981 to 1997. He is adirector of Cummins.

Nobuharu Ono


Mr Ono has served as chief executive officer and president, as well as a director, ofNTT DoCoMo USA. From 2001 to 2002, he served as executive vice president,deputy senior executive manager, global business division, NTT DoCoMo, and from2000 to 2001, he served as executive vice president and senior executive manager,mobile multimedia division, NTT DoCoMo. He served as a director of NTT DoCoMofrom 2000 to 2002. Prior to that, He served as a director as well as senior vice


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president of the multimedia business department, of NTT East Corporation, an affiliateof NTT. From 1998 to 1999, he served as senior vice president of the multimediabusiness department of NTT, and from 1994 to 1998, served as vice president of themultimedia business department of NTT.

Donald V Fites


Mr Fites served as chairman of the board and chief executive officer of Caterpillarfrom 1990 to 1999. He is a director of Oshkosh Truck Corporation, AK SteelCorporation, Exxon Mobil Corporation, Georgia-Pacific Corporation and Wolverine

A Barry Rand


Mr Rand was named chairman of the board and chief executive officer of Equitant, aworldwide provider of outsourced management services. Since 2001, he has servedas chairman emeritus (which title he has held honorarily since 2003) of Avis GroupHoldings, a worldwide vehicle rental and fleet management services provider. From1999 to 2001, he served as chairman of the board and chief executive officer of AvisGroup Holdings. From 1992 to 1998, he served as executive vice president,worldwide operations, of Xerox Corporation, a document solutions and servicesprovider. He is a director of Agilent Technologies, Abbott Laboratories and AspectCommunications Corporation.

Ralph S Larsen



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Mr Larsen served as chairman of the board and chief executive officer of Johnson &Johnson, a pharmaceutical, medical, and consumer products company, from 1989 to2002. He is a director of General Electric Company and Xerox Corporation.

Carolyn M Ticknor


Ms Ticknor served as president, imaging and printing systems of Hewlett-PackardCompany from 1999 to 2001. She also served in various management roles sincebeginning with Hewlett-Packard in 1977, including serving as its president, laserjetsolutions, from 1994 to 1999. She is a director of Boise Cascade Corporation andVeritas Software Corporation.

John W Madigan


Mr Madigan served as chief executive officer of Tribune Company from 1995 to 2002.He served as the chairman of the board of Tribune from 1996 until 2003. He alsoserved as president of Tribune from 1994 to 2001. He is a director of Morgan Stanley.

Dr Koichi Nishimura


Dr Nishimura had served as chairman of the board since 1996 till 2003. He has beenchief executive officer since 1992 and president since 1990, of Solectron Corporation,a provider of global manufacturing and supply-chain management services toelectronics companies.

Andre Dahan


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Board: Senior ManagementJob Title: President, Mobile Multimedia ServicesSince: 2001Age: 54Salary: $638,491Bonus: $976,603Total Annual Compensation: $1,615,094

Mr Dahan served as senior vice president, electronic commerce of The Dun &Bradstreet Corporation from 2000 to 2001. From 1999 to 2001, he served aspresident of eccelerate.com (a subsidiary of Dun & Bradstreet). He served aspresident of Dun & Bradstreet, North America and Global Accounts, from 1999 to2000, and as president of Dun & Bradstreet US from 1997 to 1999.

Michael G Keith

Board: Senior ManagementJob Title: President, Mobility OperationsSince: 2003Age: 55Salary: $640,171Bonus: $1,381,647Total Annual Compensation: $2,021,818

Mr Keith was previously president, AT&T Wireless TeleCorp from 2002 to 2003 andpresident, AT&T Fixed Wireless Services, from 1999 to 2002. From 1998 to 1999, heserved as president, AT&T Business Services. Prior to that, he was vice president &general manager, AT&T global services from 1997 to 1998.

Jordan M Roderick

Board: Senior ManagementJob Title: President, InternationalSince: 2000Age: 46

Mr Roderick served as executive vice president, wireless technology and productsfrom 1998 to 2000.

Adele Ambrose


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Board: Senior ManagementJob Title: Executive Vice President, Public Relations and Investor CommunicationsSince: 2001Age: 47

Ms Ambrose previously served as vice president, public relations of AT&T, from 1999to 2001. She Ambrose served in other senior management positions in publicrelations at AT&T from 1991 to 1999.

Lewis M Chakrin

Board: Senior ManagementJob Title: Executive Vice President, Corporate Strategy and Business DevelopmentSince: 2001Age: 55Salary: $360,580Bonus: $759,683Total Annual Compensation: $1,120,263

Mr Chakrin previously served as senior vice president and chief strategy officer from2000 to 2001. From 1998 to 2000, he served as vice president, product management/consumer services of AT&T.

Gregory P Landis

Board: Senior ManagementJob Title: General Counsel and Executive Vice President Since: 1995Age: 53

Mr Landis is general counsel and executive vice president. He has served as generalcounsel since 1995.

D Jane Marvin

Board: Senior ManagementJob Title: Executive Vice President, Human ResourcesSince: 2001Age: 45

Ms Marvin previously served as executive vice president of human resources forCovad Communications Group, a high-speed internet connection provider, from 1999


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to 2001. She served as vice president, human resources for Ameritech, generalbusiness services from 1997 to 1999.

Joseph McCabe Jr

Board: Senior ManagementJob Title: Chief Financial Officer and Executive Vice PresidentSince: 1999Age: 52Salary: $396,218Bonus: $698,149Total Annual Compensation: $1,094,367

Mr McCabe served as vice president and chief financial officer, AT&T Consumer,Local Services and AT&T Wireless Services from 1997 to 1999.

Roderick D Nelson

Board: Senior ManagementJob Title: Chief Technology Officer and Executive Vice PresidentSince: 1998Age: 44

Mr Nelson has served as chief technology officer since 1998. From 1993 to 1998, heserved as vice president, technology development. He is a director of Tropian.

Brian Shay

Board: Senior ManagementJob Title: Executive Vice President, SalesSince: 2003Age: 44

Mr Shay served as president, west area, of Verizon Wireless from 1999 to 2003.From 1997 to 1999, he was executive vice president and general manager ofAirTouch, a wireless communications provider and predecessor company to VerizonWireless.

G Michael Sievert

Board: Senior ManagementJob Title: Executive Vice President and Chief Marketing Officer


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Since: 2002Age: 34

Mr Sievert previously served as chief global marketing and sales officer, at E* TradeGroup, a provider of online personal financial services, where he was employed from1998 to 2001. From 1996 to 1998, he was program director, worldwide productmarketing, personal systems group, at International Business Machines Corporation.

Gregory L Slemons

Board: Senior ManagementJob Title: Executive Vice President, Wireless Network ServicesSince: 1997Age: 50

Mr Slemons is executive vice president, wireless network services. He has led thecompany’s wireless network services group since 1997.


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AT&T WIRELESS SERVICESMajor Products And Services

MAJOR PRODUCTS AND SERVICES

The company’s products and services are categorized under the following differentsegment divisions:

Wireless voice and data services

Equipment sales


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AT&T WIRELESS SERVICESSWOT Analysis

SWOT ANALYSIS

AT&T Wireless is a leading wireless communications service provider in the US. Thecompany has a strong presence in the domestic market but it faces intensecompetitive pressures, especially in the face of industry consolidation and newregulations.

Strengths

Strong presence in the US

AT&T Wireless has an impressive footprint in the US, covering approximately 78% ofthe US population. In 2003, it operated in 87 of the largest 100 US metropolitan areas.With its roaming agreements, it provides its TDMA customers, wireless servicescovering almost the entire US population and provides voice and data servicesthrough its GSM and GPRS networks covering approximately 88% and 83%,respectively, of the US population. The wireless service has provided the companywith a stable platform for new service offerings.

Acquisition by Cingular

The company’s land footprint and national market share was enhanced significantlywith the acquisition of TeleCorp in 2002. The acquisition helped AT&T Wireless toexpand its direct wireless footprint by a licensed population of approximately 37million. With the announcement of its acquisition by Cingular, the company’s wireless

Strengths WeaknessesStrong presence in the US

Acquisition by Cingular

Strong revenue growth

Increased indebtedness

Pressure from DoCoMo alliance

Lower margin than peers

Opportunities ThreatsGrowth in wireless sector

Enhanced services

Expansion through alliances

High profile partnerships

Implementation of wireless number portability

Competitive pressures in wireless sector

Rapid technological change


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operations in the US will be further strengthened. The new combined company wouldhave one of the most advanced digital networks in the US, with presence in 49 statesand coverage in 97 of the top 100 cities.

Strong revenue growth

The company’s revenues have grown at a CAGR of 21.6% from $7627 million (1999)to $16,695 million (2003). Its revenue growth is higher than the industry average. Afterincurring losses in 2001 and 2002, the company recorded an operating income andnet income of $1213 million and $442 million, respectively, in fiscal 2003. Thecompany had its first ever year of positive free cash flow generating over $1 billion in2003.

Weaknesses

Increased indebtedness

The company’s debt position stands at approximately $10.5 billion in 2003 ascompared to $3.6 billion in 1999. In 2004, capital spending is expected to beapproximately $5 billion, limiting any positive free cash flow generation until late 2004.The increased indebtedness of the company puts further pressure on its cash flow.

Pressure from DoCoMo alliance

The financial condition and technology strategies of AT&T could be severely affectedif it is unable to meet the terms required as a feature of its relationship with NTTDoCoMo, the leading Japanese telecom company. The company is required to obtainDoCoMo’s consent to make any fundamental change in the nature of its business orto allow another wireless operator to acquire between 15-50% of its equity. Theselimitations could prevent it from taking advantage of specific business opportunities orrelationships that might otherwise be pursued.

Lower margin than peers

The company’s operating margin and net profit margin are much lesser than theindustry average. Averaged over the past five years, the company’s operating marginstood at 0.96% as compared with the industry average of 14.4%; and its net profitmargin stood at -0.6% as compared with the industry average of 5.9%. Operatinglosses incurred in previous years; $569 million (1999) and $258 million (2002) havecontributed to the low margins.

Opportunities


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Growth in wireless sector

In the six-year period from 1996 to 2001, the number of wireless subscribers in the USnearly tripled from 44 million to an estimated 128 million. With wireless becomingincreasingly convenient and affordable, calling volumes remain on the rise. The majorplayers in this sector are posting double digit subscriber growths. In the past fouryears, AT&T Wireless has more than doubled its subscriber base. The company hasestablished a dominant national wireless brand based on quality of service andconsistently improved its customer growth. It is well positioned to benefit from thegrowth in this sector.

Enhanced services

With voice service becoming a commodity, wireless carriers have looked to a newgeneration of data services as a way to increase revenues. Consumer acceptance ofmobile data products is growing. The Federal Communications Commission (FCC)reported that in 2002, mobile data services (delivery of non-voice information to amobile device) generated 1% of total industry revenue and that an estimated 11.9million users, or 8% of total users, subscribed to some type of mobile Internet service.

The FCC estimated that during the fourth quarter of 2002, 20% of all mobilesubscribers used text-messaging service. Also, the industry’s average ARPU(average revenue per user) dropped to $48.40 (2002) from $97 in the 1980s.However, in the first half of 2003, ARPUs were seen to stabilize as a result ofenhanced data services, which more than offset the decline of basic voice rates.

Expansion through alliances

AT&T Wireless pays lower than typical roaming rates ($0.13 per minute and trendingto $0.10 versus typical $0.20 to $0.35 per minute rates) for customers that travel toaffiliate markets. The company can further expand its coverage by entering intoalliances with other providers. Through joint ventures, it can reach certain marketsegments where shared networks make economic sense. An example of this is thejoint venture with Cingular to build 3000 miles of highways in the western US. For ruralmarkets, AT&T Wireless can continue to use roaming agreements to extendcoverage. By increasing and solidifying its national coverage, the company will beable to compete successfully and reduce the pressure on its margins.

High profile partnerships


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AT&T concluded a deal with Microsoft in 2002 which enabled customers to useMicrosoft’s MSN Mobile service. This followed from a successful partnership withEricsson. AT&T Wireless positioned itself with Ericsson to enter the 3G market (thirdgeneration). It completed the first 3G UMTS (universal mobile telecommunicationssystems) voice call in the US in February 2002. This established it at the front of thedeveloping 3G market. The company can continue to provide the latest technologyand services to its consumers through such partnerships.

Threats

Implementation of wireless number portability

Local Number Portability (LNP) went into effect in November 2003, allowingcustomers in the top 100 Metropolitan Statistical Areas to keep their phone numberwhen switching between providers of wireless and/or wireline communications. FromMay 2004, customers throughout the US have access to LNP, which createsadditional competitive pressure in an already competitive marketplace. Numberportability may increase churn and costs. A high rate of churn adversely affects resultsof operations due to loss of revenue and the high cost of adding a new subscriber.Recruitment of a new user generally includes a commission expense and/or handsetdiscounts. The company registered a churn of 4% in the month of January 2004.

Competitive pressures in wireless sector

There is substantial competition in the wireless telecommunications industry. Thecompetition is expected to intensify as a result of the development of newtechnologies, products and services, wireless number portability and as marketpenetration increases. This competition puts downward pressure on subscriber andrevenue growth and profit margins.

Carriers compete principally on service area, price, service quality, and features. Thetrend for consolidation in the wireless telecom industry may have an adverse effect onthe competitive position of AT&T. The mergers or joint ventures of Bell AtlanticCorporation/ GTE Corporation/ Vodafone AirTouch (now Verizon) and DeutscheTelekom/ VoiceStream Wireless, have created large, well-capitalized competitors withsubstantial financial, technical, marketing and other resources.

Rapid technological change

As the telecommunications industry is characterized by rapid technological change,AT&T Wireless’s operations could be negatively impacted by new technologies that


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can provide alternatives to current services at lower costs. There are three principaldigital transmission technologies, none of which is compatible with the others. Thecompany selected TDMA technology for its second-generation network. However, anumber of other wireless service providers chose code division multiple access(CDMA) as their digital wireless technology.

The company has chosen a GSM platform to lower costs and to make available, dataservices using GPRS technology, and next-generation capabilities using data rates forglobal evolution (EDGE) and ultimately universal mobile telecommunications systems(UMTS) technologies. These technologies may not provide the advantages expectedand may increase the cost and complexity of complying with regulatory mandates,such as emergency 911 services.

Some other wireless providers have chosen a competing wideband technology astheir next-generation technology. These networks are not compatible and there arerisks inherent in the development of new next-generation equipment and the companymay face unforeseen costs, delays or problems that may have a material adverseeffect.


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AT&T WIRELESS SERVICESTop Competitors

TOP COMPETITORS

The following companies are the major competitors of AT&T Wireless Services:

BellSouth CorporationVerizon CommunicationsALLTEL CorporationNextel Communications, Inc.Arch Wireless, Inc.Western Wireless CorporationAlaska Communications Systems Group, IncWinstar L.L.C.


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AT&T WIRELESS SERVICESCompany View

COMPANY VIEW

A statement by John Zeglis, chairman of the board, chief executive officer andpresident of AT&T Wireless Services is given below. The statement has been takenfrom the company’s 2003 annual report.

Cingular and AT&T Wireless have entered into a Merger Agreement for Cingular toacquire AT&T Wireless for $41 billion in an all-cash transaction valued at $15 a share.This represents a handsome premium for our shareholders, and our Board ofDirectors recommends that you approve the transaction. To fully understand what thiswould mean for you, and why your Board of Directors proposes it, please read theenclosed proxy.

This transaction marks a turning point in our company’s history, but it is notdisconnected from either our vision or our performance. It is an affirmation of AT&TWireless and of the wireless vision that will continue as part of an even largercompany a company that can deliver even better service and benefits to itscustomers.

This deal also gives you as shareholders the opportunity to participate in a value-generating transaction, and that is exactly what a publicly-held company is supposedto do.

The fact that we had the right assets at the right time to make this transaction possiblewas no accident. We’ve built our company over the four years since our initial shareoffering one customer, one tower, and one innovation at a time. Put it all together andthe results are AWE-some.

In the past four years:

We’ve just about doubled our footprint from 114 to 226 million PoPs.

We’ve more than doubled our subscribers.

We’ve more than doubled our revenues.

We’ve built a brand-new GSM network and turbo-charged it with a software upgradecalled EDGE. EDGE provides speeds nearly double other national wireless datanetworks and is up to three times faster than traditional wired dial-up services.


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We’ve created a wireless multimedia future with the right technology choices and theright strategy.

And we’ve done it all while building one of the best balance sheets in the business.

The level of interest these accomplishments have generated, as shown by the mergeroffer from Cingular, is the ultimate compliment to the hard work of the people at AT&TWireless and to the confidence that our investors and customers have placed in us.

Even though we had some much-publicized problems in the fourth quarter, we stillmet our goals in 2003, and delivered many more highlights than lowlights. For theyear:

Our services revenue was up over 8%.

Our operating income before depreciation and amortization, excluding licensing costsimpairments, was up over 17%* significantly more than our revenue growth. And thisis the relationship we strive for.

Our OIBDA margin continued to expand to 28.6%. **

We had our first-ever year of positive free cash flow, generating over $1 billion. ***

We pioneered text messaging for TV, and set the standard for it with our American Idolsponsorship.

We launched the country’s fastest, nationwide wireless data network with EDGE.

All in, our data revenue more than doubled in 2003. And counting SMS, 70% of ourGSM customers are data users.

Cingular recognized the value of the company we created, and the value that our newcombined company can deliver. Following all the required approvals, including yours,the two largest U.S. wireless companies on the global GSM standard will become asingle wireless winner.

Though AT&T Wireless will cease to have publicly-traded stock at the completion ofthis merger, the wireless vision that we developed and that you have supported will goon bigger, bolder, and closer to reality than ever.


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As of today, the new combined company would have one of the most advanced digitalnetworks in the United States, with spectrum in 49 states and coverage in 97 of thetop 100 cities.

That larger combined company will be poised to implement a grand wireless vision,and no one is a more enthusiastic advocate of that vision than I am. The vision is of afuture that offers its customers access to the entire world’s people, the entire world’sinformation, and the entire world’s computing power in the palms of their hands,whenever they need it, from wherever they stand on the face of the earth.

I want to thank you for your investment in AT&T Wireless, for your on-going dialoguewith me about our company, and for your partnership in our grand wireless vision.AT&T Wireless has had quite a run, and I believe the best days in wireless are stillahead.


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AT&T WIRELESS SERVICESLocations and Subsidiaries

LOCATIONS AND SUBSIDIARIES

Head Office

AT&T Wireless Services7277 164th Avenue NEBuilding 1RedmondWA 98052United StatesP: 1 425 580 6000F: 1 425 580 8505www.attws.com

Other Locations and Subsidiaries

Triton PCS Holdings, Inc1100 Cassatt RoadBerwynPennsylvaniaPA 19312United StatesP: 1 610 651 5900F: 1 610 993 2687www.tritonpcs.com


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