Federal Communications Commission Approves SBC/AT&T Merger

Action Completes Federal Review Process, Leaves Three State Approvals
Before Combined Company Ushers in New Era in Communications

San Antonio, Texas, Bedminster, New Jersey, October 31, 2005

SBC Communications Inc. (NYSE: SBC) and AT&T (NYSE: T) today announced that the Federal Communications Commission (FCC) has approved the merger of the two companies, completing comprehensive federal reviews of the deal. The commission decision follows clearance last week by the U.S. Department of Justice.

In its approval order, the commission set out limited conditions that will still allow the combined company to realize the benefits of the merger by competing aggressively for consumer and business customers on a regional, national and international scale.

The FCC action marks a major milestone in the creation of a new company that will be a strong voice for innovation in consumer and business communications services and help revitalize U.S. leadership in the global communications marketplace.

"The commission vote demonstrates a recognition that the merger of SBC and AT&T will enhance competition, help bring new technologies to market faster, and provide real benefits to consumers and businesses," said Edward E. Whitacre Jr., SBC chairman and chief executive officer. "We commend the commission, under the leadership of Chairman Martin, for recognizing the reality of today's communications marketplace and for fostering an environment where there will be greater choice in communications services and providers."

"Today's decision brings us one step closer to a new era in communications, information services and entertainment. Combined, SBC and AT&T will deliver superior network services and a portfolio of solutions that will help both businesses and consumers," said David W. Dorman, AT&T chairman and chief executive officer. "The new company will also have the scale, scope and balance sheet to deliver on its commitments."

With today's action, the FCC joins the Department of Justice, 33 states and the District of Columbia in clearing the merger. Reviews are pending in Arizona, California and Ohio.

Until all state approvals are completed later this fall, the two companies will continue to operate as separate and independent companies and serve their individual customers' needs.

The companies expect the merger to close later this year.

About SBC
SBC Communications Inc. is a Fortune 50 company whose subsidiaries, operating under the SBC brand, provide a full range of voice, data, networking, e-business, directory publishing and advertising, and related services to businesses, consumers and other telecommunications providers. SBC holds a 60 percent ownership interest in Cingular Wireless, which serves more than 52 million wireless customers. SBC companies provide high-speed DSL Internet access lines to more American consumers than any other provider and are among the nation's leading providers of Internet services. SBC companies also offer satellite TV service. Additional information about SBC and SBC products and services is available at www.sbc.com.

About AT&T
For more than 125 years, AT&T (NYSE 'T') has been known for unparalleled quality and reliability in communications. Backed by the research and development capabilities of AT&T Labs, the company is a global leader in local, long distance, Internet and transaction-based voice and data services.

Cautionary Language Concerning Forward-Looking Statements
Information set forth in this news release contains forward-looking statements that are subject to risks and uncertainties, and actual results may differ materially. A discussion of factors that may affect future results is contained in SBC's filings with the Securities and Exchange Commission. SBC disclaims any obligation to update or revise statements contained in this news release based on new information or otherwise.