A special meeting of shareholders of AT&T Inc. will be held at 3 p.m. Central Daylight Time on Friday, July 21, 2006, at the Charline McCombs Empire Theatre, 226 N. St. Mary's St., San Antonio, Texas, 78205, for the following purposes:

• To consider and vote upon a proposal to authorize the issuance of AT&T common shares in connection with the merger with BellSouth; and
• To conduct any other business as may properly come before the special meeting.

Holders of record of AT&T common shares at the close of business on June 1, 2006, are entitled to vote.

The issuance of new AT&T common shares must be authorized by the shareholders of AT&T in order for the merger to be completed.