Press Release

PUC Approves AT&T, BellSouth Merger

Published on 6/1/2006

Filed under: Telecommunications

HARRISBURG – The Pennsylvania Public Utility Commission (PUC) today approved the merger of AT&T Inc. and BellSouth Corp.

“Once again this Commission has acted responsibly, expeditiously and decisively to consider a proposed merger,” said Chairman Wendell F. Holland.  “After a review of the record, we have determined that the AT&T/BellSouth merger is in the public interest.  And, I would add, this merger is in the public's best interest -- creating a number of important benefits.”

The Commission voted 5-0 to approve the all-stock transaction with an equity value of $67.1 billion. Under the terms of the merger, BellSouth will become a wholly-owned affiliate of AT&T.  In Pennsylvania, BellSouth Long Distance provides services as an interexchange reseller, a competitive access provider and a competitive local exchange carrier. The change in ownership of BellSouth will be seamless for its Pennsylvania customers, who are mainly large businesses customers. The rates, terms and conditions will remain the same for those customers.

In agreeing to the merger, the Commission determined that the joint applicants met their burden of proof that the merger is in the public interest. According to the joint application, the merger will provide significant benefits for Pennsylvania customers, including:

• The development and deployment of new services, particularly IP-based services;
• Reduced costs and increased efficiency through network integration;
• Vertical integration benefits such as reduced transaction costs;
• A greater pool of human capital and intellectual property to enhance research and development efforts;
• Enhanced network security to protect customer data and privacy;
• Enhanced ability to prepare for and respond to natural disasters; and
• Synergies created from the sharing of “best practices” will reduce operating costs and increase productivity.

On March 31, 2006, the companies filed a joint application for approval of a merger. While the Communications Workers of America (CWA) filed a petition to intervene, no protests or comments about the proposed merger were filed with the PUC. The Commission granted the CWA petition.

The Pennsylvania Public Utility Commission ensures safe, reliable and reasonably priced electric, natural gas, water, telephone and transportation service for Pennsylvania consumers, by regulating public utilities and by serving as responsible stewards of competition. For recent news releases, or more information about the PUC, visit our website at www.puc.state.pa.us.

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Docket No. A-310503F0004

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