Common use of Japan Clause in Contracts

Japan. The Securities have not been and will not be registered under the Financial Instruments and Exchange Law of Japan (the “FIEA”). Each Underwriter represents and agrees that it has not and will not offer or sell, directly or indirectly, any of the Securities in Japan or to, or for the account or benefit of, any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan for reoffering or resale, directly or indirectly, in Japan or to, or for the account or benefit of, any resident of Japan except (1) pursuant to an exemption from the registration requirements of, or otherwise in compliance with, the FIEA and (2) in compliance with the other applicable laws, regulations and governmental guidelines of Japan. The Prospectus Supplement and accompanying Prospectus relating to this offering have not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused the Securities to be made the subject of an invitation for subscription or purchase and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the Securities, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the SFA, (ii) to a Relevant Person, or any person pursuant to Section 275(1A), and in accordance with the conditions, specified in Section 275 of the SFA or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify (whether through the distribution of the Prospectus Supplement and accompanying Prospectus relating to this offering or otherwise) each of the following Relevant Persons specified in Section 275 of the SFA which has subscribed or purchased Securities from or through that Underwriter, namely a person which is:

Japan. The Securities have not been and will not be registered under the Financial Instruments Securities and Exchange Law of Japan (Japan, and each of the “FIEA”). Each Underwriter represents Underwriters and agrees each of its affiliates has represented and agreed that it has not offered or sold, and it will not offer or sell, directly or indirectly, any of the Securities in or to residents of Japan or to, or for the account or benefit of, to any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan persons for reoffering or resale, directly or indirectly, indirectly in Japan or to, or for the account or benefit of, to any resident of Japan Japan, except (1) pursuant to an any exemption from the registration requirements of, or otherwise in compliance with, of the FIEA Securities and (2) Exchange Law available thereunder and in compliance with the other applicable laws, relevant laws and regulations and governmental guidelines of Japan. The Prospectus Supplement Securities may not be offered or sold by means of any document other than to persons whose ordinary business is to buy or sell shares or debentures, whether as principal or agent, or in circumstances which do not constitute an offer to the public within the meaning of the Companies Ordinance (Cap. 32) of Hong Kong, and accompanying Prospectus no advertisement, invitation or document relating to this offering have the Securities may be issued, whether in Hong Kong or elsewhere, which is directed at, or the contents of which are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to Securities which are or are intended to be disposed of only to persons outside Hong Kong or only to “professional investors” within the meaning of the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made thereunder. The prospectus supplement has not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused the Securities to be made the subject of an invitation for subscription or purchase prospectus supplement and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesSecurities may not be circulated or distributed, nor may the Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the Securities and Futures Act, Chapter 289 of Singapore (the “SFA”), (ii) to a Relevant Personrelevant person, or any person pursuant to Section 275(1A257(1A), and in accordance with the conditions, specified in Section 275 of the SFA SFA, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify Whether the Securities are subscribed or purchased under Section 275 by a relevant person which is: (whether through a) a corporation (which is not an accredited investor) the distribution sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary is an accredited investor, shares, debentures, and units of shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for six months after that corporation or that trust has acquired the Securities under Section 275 except: (1) to an institutional investor under Section 274 of the Prospectus Supplement SFA or to a relevant person, or any person pursuant to Section 275(1A), and accompanying Prospectus relating to this offering or otherwise) each of in accordance with the following Relevant Persons conditions, specified in Section 275 of the SFA which has subscribed SFA; (2) where no consideration is given for the transfer; or purchased Securities from or through that Underwriter, namely a person which is:(3) by operation of law.

Japan. The Securities notes have not been and will not be registered under the Financial Instruments and Exchange Law Act of Japan (Act No. 25 of 1948, as amended, the “FIEA”). Each ) and accordingly, each Underwriter represents and agrees that it has not offered or sold and undertakes that it will not offer or sell, sell any notes directly or indirectly, any of the Securities in Japan or to, or for the account or benefit of, any resident of Japan (or to others for re-offering or resale, directly or indirectly, in Japan or to any resident of Japan except pursuant to an exemption from the registration requirements of, and otherwise in compliance with the FIEA and other relevant laws and regulations of Japan. As used in this paragraph, “resident of Japan” means any person resident in Japan, including any corporation or other entity organized under the laws of Japan), or to, or for . Each Underwriter acknowledges that the account or benefit of, any resident of Japan for reoffering or resale, directly or indirectly, in Japan or to, or for prospectus supplement and the account or benefit of, any resident of Japan except (1) pursuant to an exemption from the registration requirements of, or otherwise in compliance with, the FIEA and (2) in compliance with the other applicable laws, regulations and governmental guidelines of Japan. The accompanying Base Prospectus Supplement and accompanying Prospectus relating to this offering have not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter represents, warrants and agrees that it has not offered or sold any Securities notes or caused the Securities notes to be made the subject of an invitation for subscription or purchase and will not offer or sell any Securities notes or cause the Securities notes to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement the prospectus supplement and the accompanying Base Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the Securitiesnotes, whether directly or indirectly, to persons any person in Singapore other than (i) to an institutional investor under (as defined in Section 4A of the SFA) pursuant to Section 274 of the SFA, (ii) to a Relevant Personrelevant person (as defined in Section 275(2) of the SFA) pursuant to Section 275(1) of the SFA, or any person pursuant to Section 275(1A)) of the SFA, and in accordance with the conditions, conditions specified in Section 275 of the SFA SFA, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify (whether through Where the distribution of the Prospectus Supplement and accompanying Prospectus relating to this offering notes are subscribed or otherwise) each of the following Relevant Persons specified in purchased under Section 275 of the SFA which has subscribed or purchased Securities from or through that Underwriter, namely by a relevant person which is:

Japan. The Securities Covered Bonds have not been and will not be registered under the Financial Instruments and Exchange Law Act of Japan (Act No. 25 of 1948, as amended, the “FIEA”). Each Underwriter ) and each Dealer represents and agrees that it has not offered or sold and will not offer or sellsell any Covered Bonds, directly or indirectly, any of the Securities in Japan or to, or for the account or benefit of, any resident of Japan (including any corporation or other entity organized as defined under Item 5, Paragraph 1, Article 6 of the laws Foreign Exchange and Foreign Trade Act (Act No. 228 of Japan1949, as amended)), or to, or to others for the account or benefit of, any resident of Japan for reoffering re-offering or resale, directly or indirectly, in Japan or to, or for the account or benefit of, any a resident of Japan Japan, except (1) pursuant to an exemption from the registration requirements of, or and otherwise in compliance with, the FIEA and (2) in compliance with the any other applicable laws, regulations and governmental ministerial guidelines of Japan. The Each Dealer acknowledges that the Prospectus Supplement and accompanying Prospectus relating to this offering have has not been and will not be registered as a prospectus with the Monetary Authority of Singapore Singapore, and the Covered Bonds will be offered pursuant to exemptions under the Securities and Futures Act (Chapter 289 289) of Singapore) , as modified or amended from time to time (the “SFA”). Accordingly, each Underwriter Dealer represents, warrants and agrees that it has not offered or sold any Securities Covered Bonds or caused the Securities Covered Bonds to be made the subject of an invitation for subscription or purchase and will not offer or sell any Securities Covered Bonds or cause the Securities Covered Bonds to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying the Prospectus or any other document or material in connection with the offer or sale, sale or invitation for subscription or purchase, purchase of the SecuritiesCovered Bonds, whether directly or indirectly, to persons any person in Singapore other than than: (i) to an institutional investor under (as defined in Section 4A of the SFA) pursuant to Section 274 of the SFA, (ii) to a Relevant Person, or any person pursuant to Section 275(1A), and in accordance with the conditions, specified in Section 275 of the SFA or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify (whether through the distribution of the Prospectus Supplement and accompanying Prospectus relating to this offering or otherwise) each of the following Relevant Persons specified in Section 275 of the SFA which has subscribed or purchased Securities from or through that Underwriter, namely a person which is:;

Japan. The Designated Securities have not been and will not be registered under the Financial Instruments and Exchange Law Act of Japan (Act No. 25 of 1948, as amended; the “FIEA”). Each Underwriter represents ) and agrees each underwriter has represented and agreed that it has not offered or sold and will not offer or sellsell any Designated Securities, directly or indirectly, any of the Securities in Japan or to, or for the account or benefit of, any resident of Japan (including any corporation or other entity organized as defined under Item 5, Paragraph 1, Article 6 of the laws Foreign Exchange and Foreign Trade Act (Act No. 228 of Japan1949, as amended)), or to, or to others for the account or benefit of, any resident of Japan for reoffering re-offering or resale, directly or indirectly, in Japan or to, or for the account or benefit of, any a resident of Japan Japan, except (1) pursuant to an exemption from the registration requirements of, or and otherwise in compliance with, the FIEA and (2) in compliance with the any other applicable laws, regulations and governmental ministerial guidelines of Japan. The This Prospectus Supplement and the accompanying Prospectus relating to this offering have not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused this Prospectus Supplement, the Securities to be made the subject of an invitation for subscription or purchase and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesDesignated Securities may not be circulated or distributed, nor may the Designated Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the Securities and Futures Act, Chapter 289 of Singapore (the “SFA”), (ii) to a Relevant Personrelevant person pursuant to Section 275(1), or any person pursuant to Section 275(1A), and in accordance with the conditions, conditions specified in Section 275 275, of the SFA or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify (whether through Where the distribution of the Prospectus Supplement and accompanying Prospectus relating to this offering Designated Securities are subscribed or otherwise) each of the following Relevant Persons specified in purchased under Section 275 of the SFA which has subscribed or purchased Securities from or through that Underwriter, namely by a relevant person which is:: (a) a corporation (which is not an accredited investor (as defined in Section 4A of the SFA)) the sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary of the trust is an individual who is an accredited investor, securities (as defined in Section 239(1) of the SFA) of that corporation or the beneficiaries’ rights and interest (howsoever described) in that trust shall not be transferred within 6 months after that corporation or that trust has acquired the Designated Securities pursuant to an offer made under Section 275 of the SFA except: (1) to an institutional investor or to a relevant person defined in Section 275(2) of the SFA, or (in the case of a corporation) where the transfer arises from an offer referred to in Section 276(3)(i)(B) of the SFA or (in the case of a trust) where the transfer arises from an offer referred to in Section 276(4)(i)(B) of the SFA; (2) where no consideration is or will be given for the transfer; (3) where the transfer is by operation of law; (4) as specified in Section 276(7) of the SFA; or (5) as specified in Regulation 32 of the Securities and Futures (Offers of Investments)(Shares and Debentures) Regulations 2005 of Singapore.

Japan. The Designated Securities have not been and will not be registered under the Financial Instruments and Exchange Law Act of Japan (Act No. 25 of 1948, as amended; the “FIEA”). Each Underwriter represents ) and agrees each underwriter has represented and agreed that it has not offered or sold and will not offer or sellsell any Designated Securities, directly or indirectly, any of the Securities in Japan or to, or for the account or benefit of, any resident of Japan (including any corporation or other entity organized as defined under Item 5, Paragraph 1, Article 6 of the laws Foreign Exchange and Foreign Trade Act (Act No. 228 of Japan1949, as amended)), or to, or to others for the account or benefit of, any resident of Japan for reoffering re-offering or resale, directly or indirectly, in Japan or to, or for the account or benefit of, any a resident of Japan Japan, except (1) pursuant to an exemption from the registration requirements of, or and otherwise in compliance with, the FIEA and (2) in compliance with the any other applicable laws, regulations and governmental ministerial guidelines of Japan. The This Prospectus Supplement and the accompanying Prospectus relating to this offering have has not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused this Prospectus Supplement, the Securities to be made the subject of an invitation for subscription or purchase and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesDesignated Securities may not be circulated or distributed, nor may the Designated Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the Securities and Futures Act, Chapter 289 of Singapore (the “SFA”), (ii) to a Relevant Personrelevant person pursuant to Section 275(1), or any person pursuant to Section 275(1A), and in accordance with the conditions, specified in Section 275 of the SFA or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify (whether through Where the distribution of the Prospectus Supplement and accompanying Prospectus relating to this offering Designated Securities are subscribed or otherwise) each of the following Relevant Persons specified in purchased under Section 275 of the SFA which has subscribed or purchased Securities from or through that Underwriter, namely by a relevant person which is:: (a) a corporation (which is not an accredited investor (as defined in Section 4A of the SFA)) the sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary of the trust is an individual who is an accredited investor, securities (as defined in Section 239(1) of the SFA) of that corporation or the beneficiaries’ rights and interest (howsoever described) in that trust shall not be transferred within 6 months after that corporation or that trust has acquired the Designated Securities pursuant to an offer made under Section 275 of the SFA except: (1) to an institutional investor or to a relevant person defined in Section 275(2) of the SFA, or (in the case of a corporation) where the transfer arises from an offer referred to in Section 276(3)(i)(B) of the SFA or (in the case of a trust) where the transfer arises from an offer referred to in Section 276(4)(i)(B) of the SFA; (2) where no consideration is or will be given for the transfer; (3) where the transfer is by operation of law; (4) as specified in Section 276(7) of the SFA; or (5) as specified in Regulation 32 of the Securities and Futures (Offers of Investments)(Shares and Debentures) Regulations 2005 of Singapore.

Japan. The Securities have not been and will not be registered under the Financial Instruments Securities and Exchange Law of Japan (and each of the “FIEA”). Each Underwriter represents Underwriters and agrees each of its affiliates has represented and agreed that it has not offered or sold, and it will not offer or sell, directly or indirectly, any of the Securities in or to residents of Japan or to, or for the account or benefit of, to any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan persons for reoffering or resale, directly or indirectly, indirectly in Japan or to, or for the account or benefit of, to any resident of Japan Japan, except (1) pursuant to an any exemption from the registration requirements of, or otherwise in compliance with, requirement of the FIEA Securities and (2) Exchange Law available thereunder and in compliance with the other applicable laws, relevant laws and regulations and governmental guidelines of Japan. The Prospectus Supplement Each Underwriter has represented and accompanying Prospectus relating to this offering have not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act agreed that (Chapter 289 of Singaporea) (the “SFA”). Accordingly, each Underwriter it has not offered or sold and will not offer or sell in Hong Kong, by means of any document, any Securities, other than to persons whose ordinary business it is to buy or sell shares or debentures, whether as principal or agent, or in circumstances which do not constitute an offer to the public within the meaning of the Companies Ordinance of Hong Kong, and (b) unless it is a person permitted to do so under the securities laws of Hong Kong, it has not issued or had in its possession for the purpose of issue, and will not issue or have in its possession for the purpose of issue, in Hong Kong, any advertisement, invitation, or document relating to the Securities, other than with respect to Securities which are or caused the Securities are intended to be made disposed of to persons outside Hong Kong or to be disposed of in Hong Kong only to persons whose business involves the subject acquisition, disposal or holding of an invitation for subscription securities whether as principal or purchase agent. Each Underwriter represents and agrees that it has not offered or sold and will not offer or sell any Securities or cause of the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributedSecurities, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus distribute the prospectus or any other offering document or material in connection with the offer or sale, or invitation for subscription or purchase, of the Securities, whether directly or indirectly, to persons the public or any member of the public in Singapore other than (iI) to an institutional investor under or other person specified in Section 274 106C of the SFACompanies Act, Chapter 50 of Singapore (the “Singapore Companies Act”), (iiII) to a Relevant Person, or any person pursuant to Section 275(1A), and sophisticated investor in accordance with the conditions, conditions specified in Section 275 106D of the SFA Singapore Companies Act or (iiiIII) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision provisions of the SFA. Each Underwriter will notify (whether through the distribution of the Prospectus Supplement and accompanying Prospectus relating to this offering or otherwise) each of the following Relevant Persons specified in Section 275 of the SFA which has subscribed or purchased Securities from or through that Underwriter, namely a person which is:Singapore Companies Act.

Japan. The Securities have not been and will not be registered under the Financial Instruments Securities and Exchange Law of Japan (Japan, and each of the “FIEA”). Each Underwriter represents Underwriters and agrees each of its affiliates has represented and agreed that it has not offered or sold, and it will not offer or sell, directly or indirectly, any of the Securities in or to residents of Japan or to, or for the account or benefit of, to any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan persons for reoffering or resale, directly or indirectly, indirectly in Japan or to, or for the account or benefit of, to any resident of Japan Japan, except (1) pursuant to an any exemption from the registration requirements of, or otherwise in compliance with, of the FIEA Securities and (2) Exchange Law available thereunder and in compliance with the other applicable laws, relevant laws and regulations and governmental guidelines of Japan. The Prospectus Supplement Securities may not be offered or sold by means of any document other than to persons whose ordinary business is to buy or sell shares or debentures, whether as principal or agent, or in circumstances which do not constitute an offer to the public within the meaning of the Companies Ordinance (Cap. 32) of Hong Kong, and accompanying Prospectus no advertisement, invitation or document relating to this offering have the Securities may be issued, whether in Hong Kong or elsewhere, which is directed at, or the contents of which are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to Securities which are or are intended to be disposed of only to persons outside Hong Kong or only to “professional investors” within the meaning of the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made thereunder. The prospectus supplement has not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused the Securities to be made the subject of an invitation for subscription or purchase prospectus supplement and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesSecurities may not be circulated or distributed, nor may the Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the Securities and Futures Act, Chapter 289 of Singapore (the “SFA”), (ii) to a Relevant Personrelevant person, or any person pursuant to Section 275(1A257(1A), and in accordance with the conditions, specified in Section 275 of the SFA SFA, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify Whether the Securities are subscribed or purchased under Section 275 by a relevant person which is: (whether through a) a corporation (which is not an accredited investor) the distribution sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary is an accredited investor, shares, debentures, and units of shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for six months after that corporation or that trust has acquired the Securities under Section 275 except: (1) to an institutional investor under Section 274 of the Prospectus Supplement SFA or to a relevant person, or any person pursuant to Section 275(1A), and accompanying Prospectus relating to this offering or otherwise) each of in accordance with the following Relevant Persons conditions, specified in Section 275 of the SFA; (2) where no consideration is given for the transfer; or (3) by operation of law. Solely for the purposes of its obligations pursuant to Sections 309B(1)(a) and 309B(1)(c) of the SFA, AT&T has determined, and hereby notifies all relevant persons (as defined in Section 309A of the SFA) that the Securities are “prescribed capital markets products” (as defined in the Securities and Futures (Capital Markets Products) Regulations 2018) and Excluded Investment Products (as defined in MAS Notice SFA which has subscribed 04-N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16: Notice on Recommendations on Investment Products). The Securities may be sold only to purchasers in the provinces of Alberta, British Columbia, Nova Scotia, Ontario, Quebec and Saskatchewan purchasing or purchased deemed to be purchasing, as principal that are accredited investors, as defined in National Instrument 45-106 Prospectus Exemptions and, if such purchasers are resident in the Province of Ontario, subsection 73.3(1) of the Securities from or through that UnderwriterAct (Ontario), namely a person which is:and are permitted clients, as defined in National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations. ISSUER: AT&T Inc. (“AT&T”) TITLE OF SECURITIES: 0.250% Global Notes due 2026 (the “2026 Notes”), 0.800% Global Notes due 2030 (the “2030 Notes”) and 1.800% Global Notes due 2039 (the “2039 Notes” and, together with the 2026 Notes and the 2030 Notes, the “Notes”) TRADE DATE: September 4, 2019 SETTLEMENT DATE (T+5): September 11, 2019 MATURITY DATE: March 4, 2026 for the 2026 Notes March 4, 2030 for the 2030 Notes September 14, 2039 for the 2039 Notes AGGREGATE PRINCIPAL AMOUNT OFFERED: 2026 Notes: €1,000,000,000 2030 Notes: €1,250,000,000 2039 Notes: €750,000,000 REFERENCE EUR MIDSWAP RATE: 2026 Notes: -0.451% 2030 Notes: -0.227% 2039 Notes: 0.090% REOFFER SPREAD TO EUR MIDSWAP: 2026 Notes: + 75 bps 2030 Notes: + 105 bps 2039 Notes: + 175 bps REFERENCE GOVERNMENT SECURITY: 2026 Notes: DBR 0.500 due February 15, 2026 2030 Notes: DBR 0.000 due August 15, 2029 2039 Notes: DBR 4.250 due July 4, 2039 REFERENCE GOVERNMENT PRICE: 2026 Notes: 109.16% 2030 Notes: 106.98% 2039 Notes: 195.77% REOFFER SPREAD TO GOVERNMENT SECURITY: 2026 Notes: + 117.4 bps 2030 Notes: + 149.9 bps 2039 Notes: + 222.8 bps PRICE TO PUBLIC (ISSUE PRICE): 2026 Notes: 99.686% 2030 Notes: 99.771% 2039 Notes: 99.335% REOFFER YIELD: 2026 Notes: 0.299% 2030 Notes: 0.823% 2039 Notes: 1.840% FEES: 2026 Notes: 27.5 bps 2030 Notes: 35 bps 2039 Notes: 50 bps PRICE TO AT&T: 2026 Notes: 99.411% 2030 Notes: 99.421% 2039 Notes: 98.835% NET PROCEEDS: 2026 Notes: €994,110,000 2030 Notes: €1,242,762,500 2039 Notes: €741,262,500 USE OF PROCEEDS: AT&T intends to use these proceeds to pay down amounts outstanding under its $3.55 billion term loan credit agreement, dated as of November 20, 2018, with Bank of America, N.A., as agent and its $2.85 billion syndicated term loan credit agreement, dated as of January 31, 2019, with certain investment and commercial banks and Citibank, N.A., as administrative agent. UNDERWRITERS’ REIMBURSEMENT OF AT&T’S EXPENSES: Underwriters to reimburse $1,500,000 of AT&T’s expenses. INTEREST RATE: 2026 Notes: 0.250% per annum 2030 Notes: 0.800% per annum 2039 Notes: 1.800% per annum INTEREST PAYMENT DATES: Annually on March 4, commencing on March 4, 2020, for the 2026 Notes and the 2030 Notes. Annually on September 14, commencing on September 14, 2020, for the 2039 Notes. DENOMINATIONS: Minimum of €100,000 and integral multiples of €1,000 in excess thereof.

Japan. The Securities have not been and will not be registered under the Financial Instruments Securities and Exchange Law of Japan (Japan, and each of the “FIEA”). Each Underwriter represents Underwriters and agrees each of its affiliates has represented and agreed that it has not offered or sold, and it will not offer or sell, directly or indirectly, any of the Securities in or to residents of Japan or to, or for the account or benefit of, to any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan persons for reoffering or resale, directly or indirectly, indirectly in Japan or to, or for the account or benefit of, to any resident of Japan Japan, except (1) pursuant to an any exemption from the registration requirements of, or otherwise in compliance with, of the FIEA Securities and (2) Exchange Law available thereunder and in compliance with the other applicable laws, relevant laws and regulations and governmental guidelines of Japan. The Prospectus Supplement Securities may not be offered or sold by means of any document other than to persons whose ordinary business is to buy or sell shares or debentures, whether as principal or agent, or in circumstances which do not constitute an offer to the public within the meaning of the Companies Ordinance (Cap. 32) of Hong Kong, and accompanying Prospectus no advertisement, invitation or document relating to this offering have the Securities may be issued, whether in Hong Kong or elsewhere, which is directed at, or the contents of which are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to Securities which are or are intended to be disposed of only to persons outside Hong Kong or only to “professional investors” within the meaning of the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made thereunder. The prospectus supplement has not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused the Securities to be made the subject of an invitation for subscription or purchase prospectus supplement and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesSecurities may not be circulated or distributed, nor may the Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the Securities and Futures Act, Chapter 289 of Singapore (the “SFA”), (ii) to a Relevant Personrelevant person, or any person pursuant to Section 275(1A257(1A), and in accordance with the conditions, specified in Section 275 of the SFA SFA, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify Whether the Securities are subscribed or purchased under Section 275 by a relevant person which is: (whether through a) a corporation (which is not an accredited investor) the distribution sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary is an accredited investor, shares, debentures, and units of shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for six months after that corporation or that trust has acquired the Securities under Section 275 except: (1) to an institutional investor under Section 274 of the Prospectus Supplement SFA or to a relevant person, or any person pursuant to Section 275(1A), and accompanying Prospectus relating to this offering or otherwise) each of in accordance with the following Relevant Persons conditions, specified in Section 275 of the SFA which has subscribed SFA; (2) where no consideration is given for the transfer; or purchased Securities from or through that Underwriter(3) by operation of law. ISSUER: AT&T Inc. TITLE OF SECURITIES: 2.500% Global Notes due 2023 (the “2023 Notes”) and 3.550% Global Notes due 2032 (the “2032 Notes” and, namely together with the 2023 Notes, the “Notes”) TRADE DATE: Xxxxx 0, 0000 XXXXXXXXXX DATE: March 13, 2013 (T+5) MATURITY DATE: March 15, 2023 for the 2023 Notes December 17, 2032 for the 2032 Notes AGGREGATE PRINCIPAL AMOUNT OFFERED: 2023 Notes: €1,250,000,000 2032 Notes: €400,000,000 REOPENING: The 2032 Notes constitute a person which is:further issuance of, and will form a single series with, the €1,000,000,000 3.550% Global Notes due 2032 issued on December 17, 2012. REFERENCE EUR MIDSWAP: 2023 Notes: 10-year 2032 Notes: Interpolated 20-year REFERENCE EUR MIDSWAP RATE: 2023 Notes: 1.724% 2032 Notes: 2.323% REOFFER SPREAD TO EUR MIDSWAP: 2023 Notes: 80bps 2032 Notes: 125bps

Japan. The Securities have not been and will not be registered under the Financial Instruments Securities and Exchange Law of Japan (Japan, and each of the “FIEA”). Each Underwriter represents Underwriters and agrees each of its affiliates has represented and agreed that it has not offered or sold, and it will not offer or sell, directly or indirectly, any of the Securities in or to residents of Japan or to, or for the account or benefit of, to any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan persons for reoffering or resale, directly or indirectly, indirectly in Japan or to, or for the account or benefit of, to any resident of Japan Japan, except (1) pursuant to an any exemption from the registration requirements of, or otherwise in compliance with, of the FIEA Securities and (2) Exchange Law available thereunder and in compliance with the other applicable laws, relevant laws and regulations and governmental guidelines of Japan. The Prospectus Supplement Securities may not be offered or sold by means of any document other than to persons whose ordinary business is to buy or sell shares or debentures, whether as principal or agent, or in circumstances which do not constitute an offer to the public within the meaning of the Companies Ordinance (Cap. 32) of Hong Kong, and accompanying Prospectus no advertisement, invitation or document relating to this offering have the Securities may be issued, whether in Hong Kong or elsewhere, which is directed at, or the contents of which are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to Securities which are or are intended to be disposed of only to persons outside Hong Kong or only to “professional investors” within the meaning of the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made thereunder. The prospectus supplement has not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused the Securities to be made the subject of an invitation for subscription or purchase prospectus supplement and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesSecurities may not be circulated or distributed, nor may the Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the Securities and Futures Act, Chapter 289 of Singapore (the “SFA”), (ii) to a Relevant Personrelevant person, or any person pursuant to Section 275(1A257(1A), and in accordance with the conditions, specified in Section 275 of the SFA SFA, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify Whether the Securities are subscribed or purchased under Section 275 by a relevant person which is: (whether through a) a corporation (which is not an accredited investor) the distribution sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary is an accredited investor, shares, debentures, and units of shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for six months after that corporation or that trust has acquired the Securities under Section 275 except: (1) to an institutional investor under Section 274 of the Prospectus Supplement SFA or to a relevant person, or any person pursuant to Section 275(1A), and accompanying Prospectus relating to this offering or otherwise) each of in accordance with the following Relevant Persons conditions, specified in Section 275 of the SFA; (2) where no consideration is given for the transfer; or (3) by operation of law. Solely for the purposes of its obligations pursuant to Sections 309B(1)(a) and 309B(1)(c) of the SFA, AT&T has determined, and hereby notifies all relevant persons (as defined in Section 309A of the SFA) that the Securities are “prescribed capital markets products” (as defined in the Securities and Futures (Capital Markets Products) Regulations 2018) and Excluded Investment Products (as defined in MAS Notice SFA which has subscribed 04-N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16: Notice on Recommendations on Investment Products). The Securities may be sold only to purchasers in the provinces of Alberta, British Columbia, Nova Scotia, Ontario, Quebec and Saskatchewan purchasing or purchased deemed to be purchasing, as principal that are (a) accredited investors, as defined in National Instrument 45-106 Prospectus Exemptions and, if such purchasers are resident in the Province of Ontario, subsection 73.3(1) of the Securities from or through that UnderwriterAct (Ontario), namely a person which is:(b) permitted clients, as defined in National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations, and (c) not individuals. ISSUER: AT&T Inc. (“AT&T”) TITLE OF SECURITIES: 1.600% Global Notes due 2028 (the “2028 Notes”), 2.050% Global Notes due 2032 (the “2032 Notes”) and 2.600% Global Notes due 2038 (the “2038 Notes” and, together with the 2028 Notes and the 2032 Notes, the “Notes”) TRADE DATE: May 19, 2020 SETTLEMENT DATE (T+5*): May 27, 2020 MATURITY DATE: May 19, 2028 for the 2028 Notes May 19, 2032 for the 2032 Notes May 19, 2038 for the 2038 Notes AGGREGATE PRINCIPAL AMOUNT OFFERED: 2028 Notes: €1,750,000,000 2032 Notes: €750,000,000 2038 Notes: €500,000,000 REFERENCE EUR MIDSWAP RATE: 2028 Notes: -0.190% 2032 Notes: -0.061% 2038 Notes: 0.054% REOFFER SPREAD TO EUR MIDSWAP: 2028 Notes: +180 bps 2032 Notes: +213 bps 2038 Notes: +255 bps

Japan. The Securities have not been and will not be registered under the Financial Instruments Securities and Exchange Law of Japan (Japan, and each of the “FIEA”). Each Underwriter represents Underwriters and agrees each of its affiliates has represented and agreed that it has not offered or sold, and it will not offer or sell, directly or indirectly, any of the Securities in or to residents of Japan or to, or for the account or benefit of, to any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan persons for reoffering or resale, directly or indirectly, indirectly in Japan or to, or for the account or benefit of, to any resident of Japan Japan, except (1) pursuant to an any exemption from the registration requirements of, or otherwise in compliance with, of the FIEA Securities and (2) Exchange Law available thereunder and in compliance with the other applicable laws, relevant laws and regulations and governmental guidelines of Japan. The Prospectus Supplement Securities may not be offered or sold by means of any document other than to persons whose ordinary business is to buy or sell shares or debentures, whether as principal or agent, or in circumstances which do not constitute an offer to the public within the meaning of the Companies Ordinance (Cap. 32) of Hong Kong, and accompanying Prospectus no advertisement, invitation or document relating to this offering have the Securities may be issued, whether in Hong Kong or elsewhere, which is directed at, or the contents of which are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to Securities which are or are intended to be disposed of only to persons outside Hong Kong or only to “professional investors” within the meaning of the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made thereunder. The prospectus supplement has not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused the Securities to be made the subject of an invitation for subscription or purchase prospectus supplement and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesSecurities may not be circulated or distributed, nor may the Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the Securities and Futures Act, Chapter 289 of Singapore (the “SFA”), (ii) to a Relevant Personrelevant person, or any person pursuant to Section 275(1A257(1A), and in accordance with the conditions, specified in Section 275 of the SFA SFA, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify Whether the Securities are subscribed or purchased under Section 275 by a relevant person which is: (whether through a) a corporation (which is not an accredited investor) the distribution sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary is an accredited investor, shares, debentures, and units of shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for six months after that corporation or that trust has acquired the Securities under Section 275 except: (1) to an institutional investor under Section 274 of the Prospectus Supplement SFA or to a relevant person, or any person pursuant to Section 275(1A), and accompanying Prospectus relating to this offering or otherwise) each of in accordance with the following Relevant Persons conditions, specified in Section 275 of the SFA which has subscribed SFA; (2) where no consideration is given for the transfer; or purchased Securities (3) by operation of law. ISSUER: AT&T Inc. (“AT&T”) TITLE OF SECURITIES: 2.850% Global Notes due 2024 (the “2024 Notes”) 4.850% Global Notes due 2047 (the “2047 Notes”) TRADE DATE: May 17, 2017 SETTLEMENT DATE: May 30, 2017 MATURITY DATE: May 25, 2024 for the 2024 Notes May 25, 2047 for the 2047 Notes AGGREGATE PRINCIPAL AMOUNT OFFERED: CAD$600,000,000 for the 2024 Notes CAD$750,000,000 for the 2047 Notes PRICE TO PUBLIC (ISSUE PRICE): 99.994% for the 2024 Notes 99.359% for the 2047 Notes PRICE TO AT&T: 99.624% for the 2024 Notes 98.859% for the 2047 Notes NET PROCEEDS: CAD$597,744,000 for the 2024 Notes CAD$741,442,500 for the 2047 Notes USE OF PROCEEDS: General corporate purposes. INTEREST RATE: 2.850% per annum for the 2024 Notes 4.850% per annum for the 2047 Notes INTEREST PAYMENT DATES: Semiannually on each May 25 and November 25, in equal installments, commencing on November 25, 2017 for the 2024 Notes and the 2047 Notes. DENOMINATIONS: Minimum of CAD$150,000 and integral multiples of CAD$1,000 thereafter BUSINESS DAY: A business day in The City of New York and Toronto OPTIONAL REDEMPTION: Each series of Notes may be redeemed at any time prior to the applicable Par Call Date (as set forth in the table below), in whole or from time to time in part, at a make-whole call equal to the greater of (i) 100% of the principal amount of the Notes of such series to be redeemed or through that Underwriter(ii) a price equal to the price which, namely if the Notes being redeemed were to be issued at such price on the date of redemption, would provide a person which is:yield thereon from the date of redemption to their Par Call Date equal to the Government of Canada Yield plus the applicable Make-Whole Spread (as set forth in the table below), calculated on the third business day preceding the date of redemption of the Notes. Each series of Notes may be redeemed at any time on or after the applicable Par Call Date, in whole or from time in time in part, at a redemption price equal to 100% of the principal amount of such series of Notes to be redeemed. In each case, accrued but unpaid interest will be payable to the redemption date. 2024 Notes March 25, 2024 42.5 bps 2047 Notes November 25, 2046 70 bps

Japan. The Securities have not been and will not be registered under the Financial Instruments Securities and Exchange Law of Japan (the “FIEA”)Japan. Each Underwriter represents and agrees that it has not and The Underwriters will not offer or sell, directly or indirectly, any of the Securities in Japan or to, or for the account or benefit of, any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan for reoffering or resale, directly or indirectly, in Japan or to, or for the account or benefit of, any resident of Japan except (1i) pursuant to an exemption from the registration requirements of, or otherwise in compliance with, the FIEA Securities and Exchange Law of Japan and (2ii) in compliance with the other applicable laws, relevant laws and regulations and governmental guidelines of Japan. The Prospectus Supplement and accompanying Prospectus relating to this offering have not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused the Securities to be made the subject of an invitation for subscription or purchase and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the Securities, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the SFA, (ii) to a Relevant Personrelevant person, or any person pursuant to Section 275(1A), and in accordance with the conditions, specified in Section 275 of the SFA or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify (whether through the distribution of the Prospectus Supplement and accompanying Prospectus relating to this offering or otherwise) each of the following Relevant Persons relevant persons specified in Section 275 of the SFA which has subscribed or purchased Securities from or through that Underwriter, namely a person which is:

Japan. The Designated Securities have not been and will not be registered under the Financial Instruments and Exchange Law Act of Japan (Act No. 25 of 1948, as amended; the “FIEA”). Each Underwriter represents ) and agrees each underwriter has represented and agreed that it has not offered or sold and will not offer or sellsell any Designated Securities, directly or indirectly, any of the Securities in Japan or to, or for the account or benefit of, any resident of Japan (including any corporation or other entity organized as defined under Item 5, Paragraph 1, Article 6 of the laws Foreign Exchange and Foreign Trade Act (Act No. 228 of Japan1949, as amended)), or to, or to others for the account or benefit of, any resident of Japan for reoffering re-offering or resale, directly or indirectly, in Japan or to, or for the account or benefit of, any a resident of Japan Japan, except (1) pursuant to an exemption from the registration requirements of, or and otherwise in compliance with, the FIEA and (2) in compliance with the any other applicable laws, regulations and governmental ministerial guidelines of Japan. The This Prospectus Supplement and the accompanying Prospectus relating to this offering have not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused this Prospectus Supplement, the Securities to be made the subject of an invitation for subscription or purchase and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesDesignated Securities may not be circulated or distributed, nor may the Designated Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the Securities and Futures Act, Chapter 289 of Singapore (the “SFA”), (ii) to a Relevant Personrelevant person pursuant to Section 275(1), or any person pursuant to Section 275(1A), and in accordance with the conditions, conditions specified in Section 275 of the SFA or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify (whether through Where the distribution of the Prospectus Supplement and accompanying Prospectus relating to this offering Designated Securities are subscribed or otherwise) each of the following Relevant Persons specified in purchased under Section 275 of the SFA which has subscribed or purchased Securities from or through that Underwriter, namely by a relevant person which is:: (a) a corporation (which is not an accredited investor (as defined in Section 4A of the SFA)) the sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary of the trust is an individual who is an accredited investor, securities (as defined in Section 239(1) of the SFA) of that corporation or the beneficiaries’ rights and interest (howsoever described) in that trust shall not be transferred within 6 months after that corporation or that trust has acquired the Designated Securities pursuant to an offer made under Section 275 of the SFA except: (1) to an institutional investor or to a relevant person defined in Section 275(2) of the SFA, or (in the case of a corporation) where the transfer arises from an offer referred to in Section 276(3)(i)(B) of the SFA or (in the case of a trust) where the transfer arises from an offer referred to in Section 276(4)(i)(B) of the SFA; (2) where no consideration is or will be given for the transfer; (3) where the transfer is by operation of law; (4) as specified in Section 276(7) of the SFA; or (5) as specified in Regulation 32 of the Securities and Futures (Offers of Investments) (Shares and Debentures) Regulations 2005 of Singapore.

Japan. The Securities have not been and will not be registered under the Financial Instruments Securities and Exchange Law of Japan (Japan, and each of the “FIEA”). Each Underwriter represents Underwriters and agrees each of its affiliates has represented and agreed that it has not offered or sold, and it will not offer or sell, directly or indirectly, any of the Securities in or to residents of Japan or to, or for the account or benefit of, to any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan persons for reoffering or resale, directly or indirectly, indirectly in Japan or to, or for the account or benefit of, to any resident of Japan Japan, except (1) pursuant to an any exemption from the registration requirements of, or otherwise in compliance with, of the FIEA Securities and (2) Exchange Law available thereunder and in compliance with the other applicable laws, relevant laws and regulations and governmental guidelines of Japan. The Prospectus Supplement Securities may not be offered or sold by means of any document other than to persons whose ordinary business is to buy or sell shares or debentures, whether as principal or agent, or in circumstances which do not constitute an offer to the public within the meaning of the Companies Ordinance (Cap. 32) of Hong Kong, and accompanying Prospectus no advertisement, invitation or document relating to this offering have the Securities may be issued, whether in Hong Kong or elsewhere, which is directed at, or the contents of which are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to Securities which are or are intended to be disposed of only to persons outside Hong Kong or only to “professional investors” within the meaning of the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made thereunder. The prospectus supplement has not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused the Securities to be made the subject of an invitation for subscription or purchase prospectus supplement and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesSecurities may not be circulated or distributed, nor may the Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the Securities and Futures Act, Chapter 289 of Singapore (the “SFA”), (ii) to a Relevant Personrelevant person, or any person pursuant to Section 275(1A257(1A), and in accordance with the conditions, specified in Section 275 of the SFA SFA, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify Whether the Securities are subscribed or purchased under Section 275 by a relevant person which is: (whether through a) a corporation (which is not an accredited investor) the distribution sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary is an accredited investor, shares, debentures, and units of shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for six months after that corporation or that trust has acquired the Securities under Section 275 except: (1) to an institutional investor under Section 274 of the Prospectus Supplement SFA or to a relevant person, or any person pursuant to Section 275(1A), and accompanying Prospectus relating to this offering or otherwise) each of in accordance with the following Relevant Persons conditions, specified in Section 275 of the SFA; (2) where no consideration is given for the transfer; or (3) by operation of law. Solely for the purposes of its obligations pursuant to Sections 309B(1)(a) and 309B(1)(c) of the SFA, AT&T has determined, and hereby notifies all relevant persons (as defined in Section 309A of the SFA) that the Securities are “prescribed capital markets products” (as defined in the Securities and Futures (Capital Markets Products) Regulations 2018) and Excluded Investment Products (as defined in MAS Notice SFA which has subscribed or purchased 04-N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16: Notice on Recommendations on Investment Products). ISSUER: AT&T Inc. TITLE OF SECURITIES: Fixed Rate Reset Perpetual Preferred Securities, Series B (the “Preferred Securities”) PRICING DATE: February 12, 2020 SETTLEMENT DATE (T+3) February 18, 2020* MATURITY DATE: Perpetual NUMBER OF PREFERRED SECURITIES: 20,000 STATED AMOUNT/LIQUIDATION PREFERENCE: €100,000 per Preferred Security; €2,000,000,000 total PRICE TO PUBLIC (ISSUE PRICE): €100,000 per Preferred Security UNDERWRITING DISCOUNT: €700 per Preferred Security NET PROCEEDS (BEFORE EXPENSES): €99,300 per Preferred Security; €1,986,000,000 total USE OF PROCEEDS: General corporate purposes. UNDERWRITERS’ REIMBURSEMENT OF AT&T’S EXPENSES: $1,200,000 DISTRIBUTION RATES: The Preferred Securities will pay distributions equal to: • from or through that Underwriterthe issue date to, namely a person which is:but excluding, May 1, 2025 (the “First Reset Date”): an annual rate equal to 2.875% of the stated amount per Preferred Security; • from and including the First Reset Date to, but excluding, May 1, 2030: an annual rate equal to the 5-year Swap Rate (as defined below) plus 3.140% of the stated amount per Preferred Security; • for each Subsequent Reset Date from and including May 1, 2030 to, but excluding, May 1, 2045: an annual rate equal to the 5-year Swap Rate plus 3.390% of the stated amount per Preferred Security; and • for each Subsequent Reset Date from and after May 1, 2045: an annual rate equal to the 5-year Swap Rate plus 4.140% of the stated amount per Preferred Security.

Japan. The Securities Notes have not been and will not be registered under the Financial Instruments and Exchange Law Act of Japan (Act No. 25 of 1948, as amended, the “FIEA”). Each ) and accordingly, each Underwriter represents and agrees that it has not offered or sold and undertakes that it will not offer or sell, sell any Notes directly or indirectly, any of the Securities in Japan or to, or for the account or benefit of, any resident of Japan (or to others for re-offering or resale, directly or indirectly, in Japan or to any resident of Japan except pursuant to an exemption from the registration requirements of, and otherwise in compliance with the FIEA and other relevant laws and regulations of Japan. As used in this paragraph, “resident of Japan” means any person resident in Japan, including any corporation or other entity organized under the laws of Japan). Singapore: Each Underwriter acknowledges that the prospectus supplement, or toincorporating the Prospectus, or for the account or benefit of, any resident of Japan for reoffering or resale, directly or indirectly, in Japan or to, or for the account or benefit of, any resident of Japan except (1) pursuant to an exemption from the registration requirements of, or otherwise in compliance with, the FIEA and (2) in compliance with the other applicable laws, regulations and governmental guidelines of Japan. The Prospectus Supplement and accompanying Prospectus relating to this offering have has not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter represents, warrants and agrees that it has not offered or sold any Securities Notes or caused the Securities Notes to be made the subject of an invitation for subscription or purchase and will not offer or sell any Securities Notes or cause the Securities Notes to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement the prospectus supplement and accompanying the Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesNotes, whether directly or indirectly, to persons any person in Singapore other than (i) to an institutional investor under (as defined in Section 4A of the Securities and Futures Act (Chapter 289 of Singapore, as modified or amended from time to time) (the “SFA”)) pursuant to Section 274 of the SFA, (ii) to a Relevant Personrelevant person (as defined in Section 275(2) of the SFA) pursuant to Section 275(1) of the SFA, or any person pursuant to Section 275(1A)) of the SFA, and in accordance with the conditions, conditions specified in Section 275 of the SFA SFA, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify (whether through Where the distribution of the Prospectus Supplement and accompanying Prospectus relating to this offering Notes are subscribed or otherwise) each of the following Relevant Persons specified in purchased under Section 275 of the SFA which has subscribed or purchased Securities from or through that Underwriter, namely by a relevant person which is:

Japan. The Securities have not been and will not be registered under the Financial Instruments Securities and Exchange Law of Japan (Japan, and each of the “FIEA”). Each Underwriter represents Underwriters and agrees each of its affiliates has represented and agreed that it has not offered or sold, and it will not offer or sell, directly or indirectly, any of the Securities in or to residents of Japan or to, or for the account or benefit of, to any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan persons for reoffering or resale, directly or indirectly, indirectly in Japan or to, or for the account or benefit of, to any resident of Japan Japan, except (1) pursuant to an any exemption from the registration requirements of, or otherwise in compliance with, of the FIEA Securities and (2) Exchange Law available thereunder and in compliance with the other applicable laws, relevant laws and regulations and governmental guidelines of Japan. The Prospectus Supplement Securities may not be offered or sold by means of any document other than to persons whose ordinary business is to buy or sell shares or debentures, whether as principal or agent, or in circumstances which do not constitute an offer to the public within the meaning of the Companies Ordinance (Cap. 32) of Hong Kong, and accompanying Prospectus no advertisement, invitation or document relating to this offering have the Securities may be issued, whether in Hong Kong or elsewhere, which is directed at, or the contents of which are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to Securities which are or are intended to be disposed of only to persons outside Hong Kong or only to “professional investors” within the meaning of the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made thereunder. The prospectus supplement has not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused the Securities to be made the subject of an invitation for subscription or purchase prospectus supplement and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesSecurities may not be circulated or distributed, nor may the Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the Securities and Futures Act, Chapter 289 of Singapore (the “SFA”), (ii) to a Relevant Personrelevant person, or any person pursuant to Section 275(1A257(1A), and in accordance with the conditions, specified in Section 275 of the SFA SFA, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify Whether the Securities are subscribed or purchased under Section 275 by a relevant person which is: (whether through a) a corporation (which is not an accredited investor) the distribution sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary is an accredited investor, shares, debentures, and units of shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for six months after that corporation or that trust has acquired the Securities under Section 275 except: (1) to an institutional investor under Section 274 of the Prospectus Supplement SFA or to a relevant person, or any person pursuant to Section 275(1A), and accompanying Prospectus relating to this offering or otherwise) each of in accordance with the following Relevant Persons conditions, specified in Section 275 of the SFA which has subscribed SFA; (2) where no consideration is given for the transfer; or purchased Securities from or through that Underwriter(3) by operation of law. ISSUER: AT&T Inc. (“AT&T”) TITLE OF SECURITIES: Floating Rate Global Notes due 2020 (the “Notes”) TRADE DATE: July 30, namely a person which is:2018 SETTLEMENT DATE (T+4): Xxxxxx 0, 0000 XXXXXXXX DATE: August 3, 2020 AGGREGATE PRINCIPAL AMOUNT OFFERED: €2,250,000,000 PRICE TO PUBLIC (ISSUE PRICE): 100.200% GROSS SPREAD: 0.150% PRICE TO AT&T: 100.050% NET PROCEEDS: €2,251,125,000 USE OF PROCEEDS: General corporate purposes. UNDERWRITERS’ REIMBURSEMENT OF AT&T’S EXPENSES: Underwriters to reimburse $750,000 of AT&T’s expenses. INTEREST RATE: Applicable EURIBOR Rate (based on the three-month EURIBOR) plus 40 basis points. The interest rate on the Notes will in no event be lower than zero.

Japan. The Securities Covered Bonds have not been and will not be registered under the Financial Instruments and Exchange Law Act of Japan (Act No. 25 of 1948, as amended, the “FIEA”). Each Underwriter ) and each Dealer represents and agrees that it has not and will not offer or sellsell any Covered Bonds, directly or indirectly, any of the Securities in Japan or to, or for the account or benefit of, any resident of Japan (including any corporation or other entity organized as defined under Item 5, Paragraph 1, Article 6 of the laws Foreign Exchange and Foreign Trade Act (Act No. 228 of Japan1949, as amended)), or to, or to others for the account or benefit of, any resident of Japan for reoffering re-offering or resale, directly or indirectly, in Japan or to, or for the account or benefit of, any a resident of Japan Japan, except (1) pursuant to an exemption from the registration requirements of, or and otherwise in compliance with, the FIEA and (2) in compliance with the any other applicable laws, regulations and governmental ministerial guidelines of Japan. The Each Dealer acknowledges that the Prospectus Supplement and accompanying Prospectus relating to this offering have has not been and will not be registered as a prospectus with the Monetary Authority of Singapore Singapore, and the Covered Bonds will be offered pursuant to exemptions under the Securities and Futures Act (Chapter 289 289) of Singapore) , as modified or amended from time to time (the “SFA”). Accordingly, each Underwriter Dealer represents, warrants and agrees that it has not offered or sold any Securities Covered Bonds or caused the Securities Covered Bonds to be made the subject of an invitation for subscription or purchase and will not offer or sell any Securities Covered Bonds or cause the Securities Covered Bonds to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying the Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, purchase of the SecuritiesCovered Bonds, whether directly or indirectly, to persons any person in Singapore other than than: (i) to an institutional investor under (as defined in Section 4A of the SFA) pursuant to Section 274 of the SFA, ; (ii) to a Relevant Personrelevant person (as defined in Section 275(2) of the SFA) pursuant to Section 275(1) of the SFA, or any person pursuant to Section 275(1A)) of the SFA, and in accordance with the conditions, conditions specified in Section 275 of the SFA SFA; or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify (whether through the distribution of the Prospectus Supplement and accompanying Prospectus relating to this offering or otherwise) each of the following Relevant Persons specified in Section 275 of the SFA which has subscribed or purchased Securities from or through that Underwriter, namely a person which is:.

Japan. The Securities have not been and will not be registered under the Financial Instruments and Exchange Law Act of Japan (the “FIEA”). Each ) and accordingly each Underwriter represents has represented and agrees agreed that it has not offered or sold and will not offer or sellsell any Securities, directly or indirectly, any of the Securities in Japan or to, or for the account or benefit of, any resident of Japan (which term as used herein means any person resident in Japan, including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan others for reoffering re-offering or resale, directly or indirectly, in Japan or to, or for the account or benefit of, any resident of Japan Japan, except (1) pursuant to an exemption from the registration requirements of, or and otherwise in compliance with, the FIEA and (2) in compliance with the any other applicable laws, regulations and governmental ministerial guidelines of Japan. The Prospectus Supplement This prospectus supplement and the accompanying Prospectus relating to this offering prospectus have not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Act, Chapter 289 of Singapore) Singapore (the “SFA”)) by the Monetary Authority of Singapore, and the offer of the Securities in Singapore is made primarily pursuant to the exemptions under Sections 274 and 275 of the SFA. Accordingly, each Underwriter has not offered or sold any Securities or caused this prospectus supplement and the Securities to be made the subject of an invitation for subscription or purchase accompanying prospectus and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesSecurities may not be circulated or distributed, nor may the Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons any person in Singapore other than (i) to an institutional investor under as defined in Section 4A of the SFA (an “Institutional Investor”) pursuant to Section 274 of the SFA, (ii) to an accredited investor as defined in Section 4A of the SFA (an “Accredited Investor”) or other relevant person as defined in Section 275(2) of the SFA (a “Relevant Person”) and pursuant to Section 275(1) of the SFA, or to any person pursuant to an offer referred to in Section 275(1A)) of the SFA, and in accordance with the conditions, specified in Section 275 of the SFA and (where applicable) Regulation 3 of the Securities and Futures (Classes of Investors) Regulations 2018, or (iii) otherwise pursuant to, and in accordance with with, the conditions of, any other applicable exemption or provision of the SFA. Each Underwriter will notify (whether through the distribution It is a condition of the Prospectus Supplement and accompanying Prospectus relating offer that where the Securities are subscribed for or acquired pursuant to this offering or otherwise) each of the following Relevant Persons specified an offer made in reliance on Section 275 of the SFA which has subscribed or purchased Securities from or through that Underwriter, namely by a person Relevant Person which is:

Japan. The Securities have not been and will not be registered under the Financial Instruments Securities and Exchange Law of Japan (Japan, and each of the “FIEA”). Each Underwriter represents Underwriters and agrees each of its affiliates has represented and agreed that it has not offered or sold, and it will not offer or sell, directly or indirectly, any of the Securities in or to residents of Japan or to, or for the account or benefit of, to any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan persons for reoffering or resale, directly or indirectly, indirectly in Japan or to, or for the account or benefit of, to any resident of Japan Japan, except (1) pursuant to an any exemption from the registration requirements of, or otherwise in compliance with, of the FIEA Securities and (2) Exchange Law available thereunder and in compliance with the other applicable laws, relevant laws and regulations and governmental guidelines of Japan. The Prospectus Supplement Securities may not be offered or sold by means of any document other than to persons whose ordinary business is to buy or sell shares or debentures, whether as principal or agent, or in circumstances which do not constitute an offer to the public within the meaning of the Companies Ordinance (Cap. 32) of Hong Kong, and accompanying Prospectus no advertisement, invitation or document relating to this offering have the Securities may be issued, whether in Hong Kong or elsewhere, which is directed at, or the contents of which are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to Securities which are or are intended to be disposed of only to persons outside Hong Kong or only to “professional investors” within the meaning of the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made thereunder. The prospectus supplement has not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused the Securities to be made the subject of an invitation for subscription or purchase prospectus supplement and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesSecurities may not be circulated or distributed, nor may the Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the Securities and Futures Act, Chapter 289 of Singapore (the “SFA”), (ii) to a Relevant Personrelevant person, or any person pursuant to Section 275(1A257(1A), and in accordance with the conditions, specified in Section 275 of the SFA SFA, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify Whether the Securities are subscribed or purchased under Section 275 by a relevant person which is: (whether through a) a corporation (which is not an accredited investor) the distribution sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary is an accredited investor, shares, debentures, and units of shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for six months after that corporation or that trust has acquired the Securities under Section 275 except: (1) to an institutional investor under Section 274 of the Prospectus Supplement SFA or to a relevant person, or any person pursuant to Section 275(1A), and accompanying Prospectus relating to this offering or otherwise) each of in accordance with the following Relevant Persons conditions, specified in Section 275 of the SFA; (2) where no consideration is given for the transfer; or (3) by operation of law. Solely for the purposes of its obligations pursuant to sections 309B(1)(a) and 309B(1)(c) of the SFA, we have determined, and hereby notify all relevant persons (as defined in Section 309A of the SFA) that the Securities are “prescribed capital markets products” (as defined in the Securities and Futures (Capital Markets Products) Regulations 2018) and Excluded Investment Products (as defined in MAS Notice SFA which has subscribed or purchased Securities from or through that Underwriter, namely a person which is:04-N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16: Notice on Recommendations on Investment Products).

Japan. The Securities notes have not been and will not be registered under the Financial Instruments and Exchange Law Act of Japan (Act No. 25 of 1948, as amended, the “FIEA”). Each Accordingly, each Underwriter represents and agrees that it has not offered or sold and undertakes that it will not offer or sell, sell any notes directly or indirectly, any of the Securities in Japan or to, or for the account or benefit of, any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or to others for the account or benefit of, any resident of Japan for reoffering re-offering or resale, directly or indirectly, in Japan or to, or for the account or benefit of, any resident of Japan except (1) pursuant to an exemption from the registration requirements of, or and otherwise in compliance with, the FIEA and (2) in compliance with the FIEA and other applicable laws, relevant laws and regulations and governmental guidelines of Japan. The As used in this paragraph, “resident of Japan” means any person resident in Japan, including any corporation or other entity organized under the laws of Japan. Each Underwriter acknowledges that the prospectus supplement and the accompanying Base Prospectus Supplement and accompanying Prospectus relating to this offering have not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter represents, warrants and agrees that it has not offered or sold any Securities notes or caused the Securities notes to be made the subject of an invitation for subscription or purchase and will not offer or sell any Securities notes or cause the Securities notes to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement the prospectus supplement and the accompanying Base Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the Securitiesnotes, whether directly or indirectly, to persons any person in Singapore other than (i) to an institutional investor under (as defined in Section 4A of the Securities and Futures Act 2001 of Singapore (the “SFA”)) pursuant to Section 274 of the SFA, SFA or (ii) to a Relevant Person, or any person an accredited investor (as defined in Section 4A of the SFA) pursuant to Section 275(1A), and in accordance with the conditions, conditions specified in Section 275 of the SFA SFA. The offering, sale, resale and distribution of the Designated Securities have not been and will not be approved by or registered with the Financial Supervisory Commission of Taiwan (iii“FSC”), Securities and Futures Bureau (“SFB”) otherwise under the FSC, other regulatory authority, or authorized organization in Taiwan, the Republic of China (“Taiwan”) pursuant toto the applicable securities/financial laws, and/or any regulatory rules or rulings (“applicable laws”), and thus the Designated Securities cannot be offered, sold, resold or distributed in accordance with the conditions of, any other applicable provision of the SFATaiwan. Each Underwriter represents, warrants and agrees with the Company that it has not offered, sold, resold, distributed or otherwise made available and will notify (whether not offer, sell, resell, distribute or otherwise make available any Designated Securities within Taiwan through the a public offering, private placement, sale, distribution, or in circumstances which constitute an offer, private placement, sale, or distribution under any of the Prospectus Supplement applicable laws that requires a notification, registration or filing with or the approval of the FSC, SFB, other regulatory authority, and/or authorized organization of Taiwan. Each Underwriter further represents, warrants and accompanying Prospectus agrees with the Company that no person or entity in Taiwan is authorized to offer, solicit, market, sell, resell, distribute, or otherwise make available any Designated Securities or the provision of information relating to this offering or otherwise) each of the following Relevant Persons specified in Section 275 of prospectus supplement and the SFA which has subscribed or purchased Securities from or through that Underwriter, namely a person which is:Base Prospectus.

Japan. The Designated Securities have not been and will not be registered under the Financial Instruments and Exchange Law Act of Japan (Act No. 25 of 1948, as amended; the “FIEA”). Each Underwriter represents ) and agrees each underwriter has represented and agreed that it has not offered or sold and will not offer or sellsell any Designated Securities, directly or indirectly, any of the Securities in Japan or to, or for the account or benefit of, any resident of Japan (including any corporation or other entity organized as defined under Item 5, Paragraph 1, Article 6 of the laws Foreign Exchange and Foreign Trade Act (Act No. 228 of Japan1949, as amended)), or to, or to others for the account or benefit of, any resident of Japan for reoffering re-offering or resale, directly or indirectly, in Japan or to, or for the account or benefit of, any a resident of Japan Japan, except (1) pursuant to an exemption from the registration requirements of, or and otherwise in compliance with, the FIEA and (2) in compliance with the any other applicable laws, regulations and governmental ministerial guidelines of Japan. The This Prospectus Supplement and the accompanying Prospectus relating to this offering have not been and will not be registered as a prospectus Prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused this Prospectus Supplement, the Securities to be made the subject of an invitation for subscription or purchase and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesDesignated Securities may not be circulated or distributed, nor may the Designated Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the Securities and Futures Act, Chapter 289 of Singapore (the “SFA”), (ii) to a Relevant Personrelevant person pursuant to Section 275(1), or any person pursuant to Section 275(1A), and in accordance with the conditions, specified in Section 275 of the SFA or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify (whether through Where the distribution of the Prospectus Supplement and accompanying Prospectus relating to this offering Designated Securities are subscribed or otherwise) each of the following Relevant Persons specified in purchased under Section 275 of the SFA which has subscribed or purchased Securities from or through that Underwriter, namely by a relevant person which is:: (a) a corporation (which is not an accredited investor (as defined in Section 4A of the SFA)) the sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary of the trust is an individual who is an accredited investor, securities (as defined in Section 239(1) of the SFA) of that corporation or the beneficiaries’ rights and interest (howsoever described) in that trust shall not be transferred within 6 months after that corporation or that trust has acquired the Designated Securities pursuant to an offer made under Section 275 of the SFA except: (1) to an institutional investor or to a relevant person defined in Section 275(2) of the SFA, or (in the case of a corporation) where the transfer arises from an offer referred to in Section 276(3)(i)(B) of the SFA or (in the case of a trust) where the transfer arises from an offer referred to in Section 276(4)(i)(B) of the SFA; (2) where no consideration is or will be given for the transfer; (3) where the transfer is by operation of law; or (4) as specified in Section 276(7) of the SFA; or (5) as specified in Regulation 32 of the Securities and Futures (Offers of Investments)(Shares and Debentures) Regulations 2005 of Singapore.

Japan. The Securities have not been and will not be registered under the Financial Instruments Securities and Exchange Law of Japan (Japan, and each of the “FIEA”). Each Underwriter represents Underwriters and agrees each of its affiliates has represented and agreed that it has not offered or sold, and it will not offer or sell, directly or indirectly, any of the Securities in or to residents of Japan or to, or for the account or benefit of, to any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan persons for reoffering or resale, directly or indirectly, indirectly in Japan or to, or for the account or benefit of, to any resident of Japan Japan, except (1) pursuant to an any exemption from the registration requirements of, or otherwise in compliance with, of the FIEA Securities and (2) Exchange Law available thereunder and in compliance with the other applicable laws, relevant laws and regulations and governmental guidelines of Japan. The Prospectus Supplement Securities may not be offered or sold by means of any document other than to persons whose ordinary business is to buy or sell shares or debentures, whether as principal or agent, or in circumstances which do not constitute an offer to the public within the meaning of the Companies Ordinance (Cap. 32) of Hong Kong, and accompanying Prospectus no advertisement, invitation or document relating to this offering have the Securities may be issued, whether in Hong Kong or elsewhere, which is directed at, or the contents of which are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to Securities which are or are intended to be disposed of only to persons outside Hong Kong or only to “professional investors” within the meaning of the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made thereunder. The prospectus supplement has not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused the Securities to be made the subject of an invitation for subscription or purchase prospectus supplement and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesSecurities may not be circulated or distributed, nor may the Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the Securities and Futures Act, Chapter 289 of Singapore (the “SFA”), (ii) to a Relevant Personrelevant person, or any person pursuant to Section 275(1A257(1A), and in accordance with the conditions, specified in Section 275 of the SFA SFA, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify Whether the Securities are subscribed or purchased under Section 275 by a relevant person which is: (whether through a) a corporation (which is not an accredited investor) the distribution sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary is an accredited investor, shares, debentures, and units of shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for six months after that corporation or that trust has acquired the Securities under Section 275 except: (1) to an institutional investor under Section 274 of the Prospectus Supplement SFA or to a relevant person, or any person pursuant to Section 275(1A), and accompanying Prospectus relating to this offering or otherwise) each of in accordance with the following Relevant Persons conditions, specified in Section 275 of the SFA; (2) where no consideration is given for the transfer; or (3) by operation of law. Solely for the purposes of its obligations pursuant to sections 309B(1)(a) and 309B(1)(c) of the SFA, we have determined, and hereby notify all relevant persons (as defined in Section 309A of the SFA) that the Securities are “prescribed capital markets products” (as defined in the Securities and Futures (Capital Markets Products) Regulations 2018) and Excluded Investment Products (as defined in MAS Notice SFA which has subscribed 04-N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16: Notice on Recommendations on Investment Products). The Securities may be sold only to purchasers in the provinces of Alberta, British Columbia, Nova Scotia, Ontario, Quebec and Saskatchewan purchasing or purchased deemed to be purchasing, as principal that (a) are accredited investors, as defined in National Instrument 45-106 Prospectus Exemptions and, if such purchasers are resident in the Province of Ontario, subsection 73.3(1) of the Securities from or through that UnderwriterAct (Ontario), namely (b) are permitted clients, as defined in National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations, and (c) are not individuals. 70,000,000 Depositary Shares, Each Representing a person which is:1/1000th Interest in a Share of 4.750% ISSUER: AT&T Inc.

Japan. The Securities have not been and will not be registered under the Financial Instruments Securities and Exchange Law of Japan (Japan, and each of the “FIEA”). Each Underwriter represents Underwriters and agrees each of its affiliates has represented and agreed that it has not offered or sold, and it will not offer or sell, directly or indirectly, any of the Securities in or to residents of Japan or to, or for the account or benefit of, to any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan persons for reoffering or resale, directly or indirectly, indirectly in Japan or to, or for the account or benefit of, to any resident of Japan Japan, except (1) pursuant to an any exemption from the registration requirements of, or otherwise in compliance with, of the FIEA Securities and (2) Exchange Law available thereunder and in compliance with the other applicable laws, relevant laws and regulations and governmental guidelines of Japan. The Prospectus Supplement Securities may not be offered or sold by means of any document other than to persons whose ordinary business is to buy or sell shares or debentures, whether as principal or agent, or in circumstances which do not constitute an offer to the public within the meaning of the Companies Ordinance (Cap. 32) of Hong Kong, and accompanying Prospectus no advertisement, invitation or document relating to this offering have the Securities may be issued, whether in Hong Kong or elsewhere, which is directed at, or the contents of which are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to Securities which are or are intended to be disposed of only to persons outside Hong Kong or only to “professional investors” within the meaning of the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made thereunder. The prospectus supplement has not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused the Securities to be made the subject of an invitation for subscription or purchase prospectus supplement and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesSecurities may not be circulated or distributed, nor may the Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the Securities and Futures Act, Chapter 289 of Singapore (the “SFA”), (ii) to a Relevant Personrelevant person, or any person pursuant to Section 275(1A257(1A), and in accordance with the conditions, specified in Section 275 of the SFA SFA, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify Whether the Securities are subscribed or purchased under Section 275 by a relevant person which is: (whether through a) a corporation (which is not an accredited investor) the distribution sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary is an accredited investor, shares, debentures, and units of shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for six months after that corporation or that trust has acquired the Securities under Section 275 except: (1) to an institutional investor under Section 274 of the Prospectus Supplement SFA or to a relevant person, or any person pursuant to Section 275(1A), and accompanying Prospectus relating to this offering or otherwise) each of in accordance with the following Relevant Persons conditions, specified in Section 275 of the SFA which has subscribed SFA; (2) where no consideration is given for the transfer; or purchased Securities (3) by operation of law. ISSUER: AT&T Inc. (“AT&T”) TITLE OF SECURITIES: 4.000% Global Notes due 2025 (the “2025 Notes”) 5.100% Global Notes due 2048 (the “2048 Notes”) TRADE DATE: Xxxxxx 0, 0000 XXXXXXXXXX DATE: August 17, 2018 MATURITY DATE: November 25, 2025 for the 2025 Notes November 25, 2048 for the 2048 Notes AGGREGATE PRINCIPAL AMOUNT OFFERED: CAD$1,250,000,000 for the 2025 Notes CAD$750,000,000 for the 2048 Notes PRICE TO PUBLIC (ISSUE PRICE): 99.736% for the 2025 Notes 99.488% for the 2048 Notes PRICE TO AT&T: 99.366% for the 2025 Notes 98.988% for the 2048 Notes NET PROCEEDS: CAD$1,242,075,000 for the 2025 Notes CAD$742,410,000 for the 2048 Notes USE OF PROCEEDS: General corporate purposes. INTEREST RATE: 4.000% per annum for the 2025 Notes 5.100% per annum for the 2048 Notes INTEREST PAYMENT DATES: Semiannually on each May 25 and November 25, in equal installments, commencing on November 25, 2018 for the 2025 Notes and the 2048 Notes. For an interest period that is not a full semi-annual interest period, other than in respect of any regular semi-annual coupon payments, interest will be computed on the basis of a 365-day year and the actual number of days in such interest period (also known as Actual/Actual Canadian Compound Method). DENOMINATIONS: Minimum of CAD$150,000 and integral multiples of CAD$1,000 thereafter BUSINESS DAY: A business day in The City of New York and Toronto OPTIONAL REDEMPTION: Each series of Notes may be redeemed at any time prior to the applicable Par Call Date (as set forth in the table below), in whole or from time to time in part, at a make-whole call equal to the greater of (i) 100% of the principal amount of the Notes of such series to be redeemed or through that Underwriter(ii) a price equal to the price which, namely if the Notes being redeemed were to be issued at such price on the date of redemption, would provide a person which is:yield thereon from the date of redemption to their Par Call Date equal to the Government of Canada Yield plus the applicable Make-Whole Spread (as set forth in the table below), calculated on the third business day preceding the date of redemption of the Notes. Each series of Notes may be redeemed at any time on or after the applicable Par Call Date, in whole or from time in time in part, at a redemption price equal to 100% of the principal amount of such series of Notes to be redeemed. In each case, accrued but unpaid interest will be payable to the redemption date. 2025 Notes September 25, 2025 42.5 bps 2048 Notes May 25, 2048 69 bps

Japan. The Securities Each Dealer understands, acknowledges and agrees that the Covered Bonds have not been and will not be registered under the Financial Instruments and Exchange Law Act of Japan (Act No. 25 of 1948, as amended, the “FIEA”). Each Underwriter ) and each Dealer represents and agrees that it has not and will not offer or sellsell any Covered Bonds, directly or indirectly, any of the Securities in Japan or to, or for the account or benefit of, any resident of Japan (including any corporation or other entity organized as defined under Item 5, Paragraph 1, Article 6 of the laws Foreign Exchange and Foreign Trade Act (Act No. 228 of Japan1949, as amended)), or to, or to others for the account or benefit of, any resident of Japan for reoffering re-offering or resale, directly or indirectly, in Japan or to, or for the account or benefit of, any a resident of Japan Japan, except (1) pursuant to an exemption from the registration requirements of, or and otherwise in compliance with, the FIEA and (2) in compliance with the any other applicable laws, regulations and governmental ministerial guidelines of Japan. The Each Dealer acknowledges that the Prospectus Supplement and accompanying Prospectus relating to this offering have has not been and will not be registered as a prospectus with the Monetary Authority of Singapore Singapore, and the Covered Bonds will be offered pursuant to exemptions under the Securities and Futures Act (Chapter 289 289) of Singapore) , as modified or amended from time to time (the “SFA”). Accordingly, each Underwriter Dealer represents, warrants and agrees, and each further Dealer appointed under the Programme will be required to represent, warrant and agree, that it has not offered or sold any Securities Covered Bonds or caused the Securities Covered Bonds to be made the subject of an invitation for subscription or purchase and will not offer or sell any Securities Covered Bonds or cause the Securities Covered Bonds to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying the Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesCovered Bonds, whether directly or indirectly, to persons any person in Singapore other than than: (i) to an institutional investor under (as defined in Section 4A of the SFA) pursuant to Section 274 of the SFA, ; (ii) to a Relevant Personrelevant person (as defined in Section 275(2) of the SFA) pursuant to Section 275(1) of the SFA, or any person pursuant to Section 275(1A)) of the SFA, and in accordance with the conditions, conditions specified in Section 275 of the SFA SFA; or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify (whether through Dealer acknowledges and agrees that where the distribution of the Prospectus Supplement and accompanying Prospectus relating to this offering Covered Bonds are subscribed or otherwise) each of the following Relevant Persons specified in purchased under Section 275 of the SFA which has subscribed or purchased Securities from or through that Underwriter, namely by a relevant person which is:

Japan. The Securities notes have not been and will not be registered under the Financial Instruments and Exchange Law Act of Japan (Act No. 25 of 1948, as amended, the “FIEA”). Each Accordingly, each Underwriter represents and agrees that it has not offered or sold and undertakes that it will not offer or sell, sell any notes directly or indirectly, any of the Securities in Japan or to, or for the account or benefit of, any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or to others for the account or benefit of, any resident of Japan for reoffering re-offering or resale, directly or indirectly, in Japan or to, or for the account or benefit of, any resident of Japan except (1) pursuant to an exemption from the registration requirements of, or and otherwise in compliance with, the FIEA and (2) in compliance with the FIEA and other applicable laws, relevant laws and regulations and governmental guidelines of Japan. The As used in this paragraph, “resident of Japan” means any person resident in Japan, including any corporation or other entity organized under the laws of Japan. Each Underwriter acknowledges that the prospectus supplement and the accompanying Base Prospectus Supplement and accompanying Prospectus relating to this offering have not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter represents, warrants and agrees that it has not offered or sold any Securities notes or caused the Securities notes to be made the subject of an invitation for subscription or purchase and will not offer or sell any Securities notes or cause the Securities notes to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement the prospectus supplement and the accompanying Base Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the Securitiesnotes, whether directly or indirectly, to persons any person in Singapore other than (i) to an institutional investor under (as defined in Section 4A of the SFA) pursuant to Section 274 of the SFA, SFA or (ii) to a Relevant Person, or any person an accredited investor (as defined in Section4A of the SFA) pursuant to Section 275(1A), and in accordance with the conditions, conditions specified in Section 275 of the SFA SFA. The offering, sale, resale and distribution of the Designated Securities have not been and will not be approved by or registered with the Financial Supervisory Commission of Taiwan (iii“FSC”), Securities and Futures Bureau (“SFB”) otherwise under the FSC, other regulatory authority, or authorized organization in Taiwan, the Republic of China (“Taiwan”) pursuant toto the applicable securities/financial laws, and/or any regulatory rules or rulings (“applicable laws”), and thus the Designated Securities cannot be offered, sold, resold or distributed in accordance with the conditions of, any other applicable provision of the SFATaiwan. Each Underwriter represents, warrants and agrees with the Company that it has not offered, sold, resold, distributed or otherwise made available and will notify (whether not offer, sell, resell, distribute or otherwise make available any Designated Securities within Taiwan through the a public offering, private placement, sale, distribution, or in circumstances which constitute an offer, private placement, sale, or distribution under any of the Prospectus Supplement applicable laws that requires a notification, registration or filing with or the approval of the FSC, SFB, other regulatory authority, and/or authorized organization of Taiwan. Each Underwriter further represents, warrants and accompanying Prospectus agrees with the Company that no person or entity in Taiwan is authorized to offer, solicit, market, sell, resell, distribute, or otherwise make available any Designated Securities or the provision of information relating to this offering or otherwise) each of the following Relevant Persons specified in Section 275 of prospectus supplement and the SFA which has subscribed or purchased Securities from or through that Underwriter, namely a person which is:Base Prospectus.

Japan. The Securities have not been and will not be registered under the Financial Instruments and Exchange Law Act of Japan (the “FIEA”). Each Underwriter represents ) and agrees that it has accordingly the Securities may not and will not offer be offered or sellsold, directly or indirectly, any of the Securities in Japan or to, or for the account or benefit of, any resident of Japan (which term as used herein means any person resident in Japan, including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan others for reoffering re-offering or resale, directly or indirectly, in Japan or to, or for the account or benefit of, any resident of Japan Japan, except (1) pursuant to an exemption from the registration requirements of, or and otherwise in compliance with, the FIEA and (2) in compliance with the any other applicable laws, regulations and governmental ministerial guidelines of Japan. The Prospectus Supplement This prospectus supplement and the accompanying Prospectus relating to this offering prospectus have not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) 2001 (the “SFA”)) by the Monetary Authority of Singapore, and the offer of the Securities in Singapore is made primarily pursuant to the exemptions under Sections 274 and 275 of the SFA. Accordingly, each Underwriter has not offered or sold any Securities or caused this prospectus supplement and the Securities to be made the subject of an invitation for subscription or purchase accompanying prospectus and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesSecurities may not be circulated or distributed, nor may the Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons any person in Singapore other than (i) to an institutional investor under as defined in Section 4A of the SFA (an “Institutional Investor”) pursuant to Section 274 of the SFA, (ii) to an accredited investor as defined in Section 4A of the SFA (an “Accredited Investor”) or other relevant person as defined in Section 275(2) of the SFA (a “Relevant Person”) and pursuant to Section 275(1) of the SFA, or to any person pursuant to an offer referred to in Section 275(1A)) of the SFA, and in accordance with the conditions, specified in Section 275 of the SFA and (where applicable) Regulation 3 of the Securities and Futures (Classes of Investors) Regulations 2018, or (iii) otherwise pursuant to, and in accordance with with, the conditions of, any other applicable exemption or provision of the SFA. Each Underwriter will notify (whether through the distribution It is a condition of the Prospectus Supplement and accompanying Prospectus relating offer that where the Securities are subscribed for or acquired pursuant to this offering or otherwise) each of the following Relevant Persons specified an offer made in reliance on Section 275 of the SFA which has subscribed or purchased Securities from or through that Underwriter, namely by a person Relevant Person which is:

Japan. The Securities have not been and will not be registered under the Financial Instruments Securities and Exchange Law of Japan (Japan, and each of the “FIEA”). Each Underwriter represents Underwriters and agrees each of its affiliates has represented and agreed that it has not offered or sold, and it will not offer or sell, directly or indirectly, any of the Securities in or to residents of Japan or to, or for the account or benefit of, to any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan persons for reoffering or resale, directly or indirectly, in Japan or to, or for the account or benefit of, to any resident of Japan Japan, except (1) pursuant to an any exemption from the registration requirements of, or otherwise in compliance with, of the FIEA Securities and (2) Exchange Law available thereunder and in compliance with the other applicable laws, relevant laws and regulations and governmental guidelines of Japan. The Prospectus Supplement Securities may not be offered or sold by means of any document other than to persons whose ordinary business it is to buy or sell shares or debentures, whether as principal or agent, or in circumstances which do not constitute an offer to the public within the meaning of the Companies Ordinance (Cap. 32) of Hong Kong, and accompanying Prospectus no advertisement, invitation or document relating to this offering have the Securities may be issued, whether in Hong Kong or elsewhere, which is directed at, or the contents of which are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to Securities which are or are intended to be disposed of only to persons outside Hong Kong or only to “professional investors” within the meaning of the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made thereunder. The prospectus supplement has not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused the Securities to be made the subject of an invitation for subscription or purchase prospectus supplement and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesSecurities may not be circulated or distributed, nor may the Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the Securities and Futures Act, Chapter 289 of Singapore (the “SFA”), (ii) to a Relevant Personrelevant person, or any person pursuant to Section 275(1A257(1A), and in accordance with the conditions, specified in Section 275 of the SFA SFA, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify Whether the Securities are subscribed or purchased under Section 275 by a relevant person which is: (whether through a) a corporation (which is not an accredited investor) the distribution sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary is an accredited investor, shares, debentures, and units of shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 months after that corporation or that trust has acquired the Securities under Section 275 except: (1) to an institutional investor under Section 274 of the Prospectus Supplement SFA or to a relevant person, or any person pursuant to Section 275(1A), and accompanying Prospectus relating to this offering or otherwise) each of in accordance with the following Relevant Persons conditions, specified in Section 275 of the SFA which has subscribed SFA; (2) where no consideration is given for the transfer; or purchased Securities from or through that Underwriter, namely a person which is:(3) by operation of law. ISSUER: AT&T Inc.

Japan. The Securities have not been and will not be registered under the Financial Instruments Securities and Exchange Law of Japan (Japan, and each of the “FIEA”). Each Underwriter represents Underwriters and agrees each of its affiliates has represented and agreed that it has not offered or sold, and it will not offer or sell, directly or indirectly, any of the Securities in or to residents of Japan or to, or for the account or benefit of, to any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan persons for reoffering or resale, directly or indirectly, indirectly in Japan or to, or for the account or benefit of, to any resident of Japan Japan, except (1) pursuant to an any exemption from the registration requirements of, or otherwise in compliance with, of the FIEA Securities and (2) Exchange Law available thereunder and in compliance with the other applicable laws, relevant laws and regulations and governmental guidelines of Japan. The Prospectus Supplement Securities may not be offered or sold by means of any document other than to persons whose ordinary business is to buy or sell shares or debentures, whether as principal or agent, or in circumstances which do not constitute an offer to the public within the meaning of the Companies Ordinance (Cap. 32) of Hong Kong, and accompanying Prospectus no advertisement, invitation or document relating to this offering have the Securities may be issued, whether in Hong Kong or elsewhere, which is directed at, or the contents of which are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to Securities which are or are intended to be disposed of only to persons outside Hong Kong or only to “professional investors” within the meaning of the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made thereunder. The prospectus supplement has not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused the Securities to be made the subject of an invitation for subscription or purchase prospectus supplement and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesSecurities may not be circulated or distributed, nor may the Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the Securities and Futures Act, Chapter 289 of Singapore (the “SFA”), (ii) to a Relevant Personrelevant person, or any person pursuant to Section 275(1A257(1A), and in accordance with the conditions, specified in Section 275 of the SFA SFA, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify Whether the Securities are subscribed or purchased under Section 275 by a relevant person which is: (whether through a) a corporation (which is not an accredited investor) the distribution sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary is an accredited investor, shares, debentures, and units of shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for six months after that corporation or that trust has acquired the Securities under Section 275 except: (1) to an institutional investor under Section 274 of the Prospectus Supplement SFA or to a relevant person, or any person pursuant to Section 275(1A), and accompanying Prospectus relating to this offering or otherwise) each of in accordance with the following Relevant Persons conditions, specified in Section 275 of the SFA which has subscribed SFA; (2) where no consideration is given for the transfer; or purchased Securities from or through that Underwriter, namely a person which is:(3) by operation of law. ISSUER: AT&T Inc. (“AT&T”)

Japan. The Securities have not been and will not be registered under the Financial Instruments and Exchange Law of Japan (the “FIEA”). Each Underwriter represents and agrees that it has not and will not offer or sell, directly or indirectly, any of the Securities in Japan or to, or for the account or benefit of, any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan for reoffering or resale, directly or indirectly, in Japan or to, or for the account or benefit of, any resident of Japan except (1) pursuant to an exemption from the registration requirements of, or otherwise in compliance with, the FIEA and (2) in compliance with the other applicable laws, regulations and governmental guidelines of Japan. Singapore The Prospectus Supplement and accompanying Prospectus relating to this offering have not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused the Securities to be made the subject of an invitation for subscription or purchase and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the Securities, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the SFA, (ii) to a Relevant Person, or any person pursuant to Section 275(1A), and in accordance with the conditions, specified in Section 275 of the SFA or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify (whether through the distribution of the Prospectus Supplement and accompanying Prospectus relating to this offering or otherwise) each of the following Relevant Persons specified in Section 275 of the SFA which has subscribed or purchased Securities from or through that Underwriter, namely a person which is:

Japan. The Securities have not been and will not be registered under the Financial Instruments Securities and Exchange Law of Japan (Japan, and each of the “FIEA”). Each Underwriter represents Underwriters and agrees each of its affiliates has represented and agreed that it has not offered or sold, and it will not offer or sell, directly or indirectly, any of the Securities in or to residents of Japan or to, or for the account or benefit of, to any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan persons for reoffering or resale, directly or indirectly, indirectly in Japan or to, or for the account or benefit of, to any resident of Japan Japan, except (1) pursuant to an any exemption from the registration requirements of, or otherwise in compliance with, of the FIEA Securities and (2) Exchange Law available thereunder and in compliance with the other applicable laws, relevant laws and regulations and governmental guidelines of Japan. The Prospectus Supplement Securities may not be offered or sold by means of any document other than to persons whose ordinary business is to buy or sell shares or debentures, whether as principal or agent, or in circumstances which do not constitute an offer to the public within the meaning of the Companies Ordinance (Cap. 32) of Hong Kong, and accompanying Prospectus no advertisement, invitation or document relating to this offering the Securities may be issued, whether in Hong Kong or elsewhere, which is directed at, or the contents of which are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to Securities which are or are intended to be disposed of only to persons outside Hong Kong or only to “professional investors” within the meaning of the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made thereunder. Each underwriter has acknowledged that the prospectus supplement and the accompanying prospectus have not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFAMAS”). Accordingly, each Underwriter underwriter has represented, warranted and agreed that it has not offered or sold any Securities or caused the Securities to be made the subject of an invitation for subscription or purchase and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement this prospectus supplement and the accompanying Prospectus prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the Securities, whether directly or indirectly, to persons any person in Singapore other than (i) to an institutional investor under (as defined in Section 4A of the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”)) pursuant to Section 274 of the SFA, (ii) to a Relevant Personrelevant person (as defined in Section 275(2) of the SFA) pursuant to Section 275(1) of the SFA, or any person pursuant to Section 275(1A)) of the SFA, and in accordance with the conditions, conditions specified in Section 275 of the SFA SFA, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify (whether through Where the distribution of the Prospectus Supplement and accompanying Prospectus relating to this offering Securities are subscribed or otherwise) each of the following Relevant Persons specified in purchased under Section 275 of the SFA which has subscribed or purchased Securities from or through that Underwriter, namely by a relevant person which is:: (a) a corporation (which is not an accredited investor (as defined in Section 4A of the SFA)) the sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary of the trust is an individual who is an accredited investor, securities (as defined in Section 239(1) of the SFA) of that corporation or the beneficiaries’ rights and interest (howsoever described) in that trust shall not be transferred within six months after that corporation or that trust has acquired the Securities pursuant to an offer made under Section 275 of the SFA except: (1) to an institutional investor or to a relevant person defined in Section 275(2) of the SFA, or to any person arising from an offer referred to in Section 275(1A) or Section 276(4)(i)(B) of the SFA; (2) where no consideration is or will be given for the transfer; (3) where the transfer is by operation of law; (4) as specified in Section 276(7) of the SFA; or (5) as specified in Regulation 32 of the Securities and Futures (Offers of Investments) (Shares and Debentures) Regulations 2005 of Singapore.

Japan. The Securities have not been and will not be registered under the Financial Instruments Securities and Exchange Law of Japan (Japan, and each of the “FIEA”). Each Underwriter represents Underwriters and agrees each of its affiliates has represented and agreed that it has not offered or sold, and it will not offer or sell, directly or indirectly, any of the Securities in or to residents of Japan or to, or for the account or benefit of, to any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan persons for reoffering or resale, directly or indirectly, indirectly in Japan or to, or for the account or benefit of, to any resident of Japan Japan, except (1) pursuant to an any exemption from the registration requirements of, or otherwise in compliance with, of the FIEA Securities and (2) Exchange Law available thereunder and in compliance with the other applicable laws, relevant laws and regulations and governmental guidelines of Japan. The Prospectus Supplement Securities may not be offered or sold by means of any document other than to persons whose ordinary business is to buy or sell shares or debentures, whether as principal or agent, or in circumstances which do not constitute an offer to the public within the meaning of the Companies Ordinance (Cap. 32) of Hong Kong, and accompanying Prospectus no advertisement, invitation or document relating to this offering have the Securities may be issued, whether in Hong Kong or elsewhere, which is directed at, or the contents of which are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to Securities which are or are intended to be disposed of only to persons outside Hong Kong or only to “professional investors” within the meaning of the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made thereunder. The prospectus supplement has not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused the Securities to be made the subject of an invitation for subscription or purchase prospectus supplement and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesSecurities may not be circulated or distributed, nor may the Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the Securities and Futures Act, Chapter 289 of Singapore (the “SFA”), (ii) to a Relevant Personrelevant person, or any person pursuant to Section 275(1A257(1A), and in accordance with the conditions, specified in Section 275 of the SFA SFA, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify Whether the Securities are subscribed or purchased under Section 275 by a relevant person which is: (whether through a) a corporation (which is not an accredited investor) the distribution sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary is an accredited investor, shares, debentures, and units of shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for six months after that corporation or that trust has acquired the Securities under Section 275 except: (1) to an institutional investor under Section 274 of the Prospectus Supplement SFA or to a relevant person, or any person pursuant to Section 275(1A), and accompanying Prospectus relating to this offering or otherwise) each of in accordance with the following Relevant Persons conditions, specified in Section 275 of the SFA SFA; (2) where no consideration is given for the transfer; or (3) by operation of law. ISSUER: AT&T Inc. (“AT&T”) TITLE OF SECURITIES: Floating Rate Global Notes due 2020 (the “Notes”) TRADE DATE: Xxxxx 00, 0000 XXXXXXXXXX DATE (T+2): Xxxxx 00, 0000 XXXXXXXX DATE: January 15, 2020, at par AGGREGATE PRINCIPAL AMOUNT OFFERED: $300,000,000 PRICE TO PUBLIC (ISSUE PRICE): 100.000% GROSS SPREAD: 0.200% PRICE TO AT&T: 99.800% NET PROCEEDS: $299,400,000 USE OF PROCEEDS: General corporate purposes UNDERWRITER’S REIMBURSEMENT OF AT&T’S EXPENSES: Underwriter to reimburse $100,000 of AT&T’s expenses. INTEREST RATE: Three month LIBOR Rate (for first short coupon interest payment date, the rate will be interpolated for the length of such period) plus 65 basis points. INTEREST PAYMENT DATES: Quarterly on each January 15, April 15, July 15 and October 15, commencing April 15, 2017 (short first coupon); provided, however, that if any such interest payment date would fall on a day that is not a LIBOR business day, other than the interest payment date that is also the date of maturity, that interest payment date will be postponed to the next succeeding LIBOR business day, unless the next succeeding LIBOR business day is in the next succeeding calendar month, in which has subscribed or purchased Securities case such interest payment date shall be the immediately preceding LIBOR business day; and provided further, that if the date of maturity is not a LIBOR business day, payment of principal and interest will be made on the next succeeding business day and no interest will accrue for the period from or through that Underwriter, namely a person which is:and after such date of maturity.

Japan. The Designated Securities have not been and will not be registered under the Financial Instruments and Exchange Law Act of Japan (Act No. 25 of 1948, as amended; the “FIEA”). Each Underwriter represents ) and agrees each underwriter has represented and agreed that it has not offered or sold and will not offer or sellsell any Designated Securities, directly or indirectly, any of the Securities in Japan or to, or for the account or benefit of, any resident of Japan (including any corporation or other entity organized as defined under Item 5, Paragraph 1, Article 6 of the laws Foreign Exchange and Foreign Trade Act (Act No. 228 of Japan1949, as amended)), or to, or to others for the account or benefit of, any resident of Japan for reoffering re-offering or resale, directly or indirectly, in Japan or to, or for the account or benefit of, any a resident of Japan Japan, except (1) pursuant to an exemption from the registration requirements of, or and otherwise in compliance with, the FIEA and (2) in compliance with the any other applicable laws, regulations and governmental ministerial guidelines of Japan. The This Prospectus Supplement and the accompanying Prospectus relating to this offering have not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused this Prospectus Supplement, the Securities to be made the subject of an invitation for subscription or purchase and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesDesignated Securities may not be circulated or distributed, nor may the Designated Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the Securities and Futures Act, Chapter 289 of Singapore (the “SFA”), (ii) to a Relevant Personrelevant person pursuant to Section 275(1), or any person pursuant to Section 275(1A), and in accordance with the conditions, specified conditionsspecified in Section 275 of the SFA or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify (whether through Where the distribution of the Prospectus Supplement and accompanying Prospectus relating to this offering Designated Securities are subscribed or otherwise) each of the following Relevant Persons specified in purchased under Section 275 of the SFA which has subscribed or purchased Securities from or through that Underwriter, namely by a relevant person which is:: (a) a corporation (which is not an accredited investor (as defined in Section 4A of the SFA)) the sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary of the trust is an individual who is an accredited investor, securities (as defined in Section 239(1) of the SFA) of that corporation or the beneficiaries’ rights and interest (howsoever described) in that trust shall not be transferred within 6 months after that corporation or that trust has acquired the Designated Securities pursuant to an offer made under Section 275 of the SFA except: (1) to an institutional investor or to a relevant person defined in Section 275(2) of the SFA, or (in the case of a corporation) where the transfer arises from an offer referred to in Section 276(3)(i)(B) of the SFA or (in the case of a trust) where the transfer arises from an offer referred to in Section 276(4)(i)(B) of the SFA; (2) where no consideration is or will be given for the transfer; (3) where the transfer is by operation of law; (4) as specified in Section 276(7) of the SFA; or (5) as specified in Regulation 32 of the Securities and Futures (Offers of Investments)(Shares and Debentures) Regulations 2005 of Singapore.

Japan. The Securities have not been and will not be registered under the Financial Instruments Securities and Exchange Law of Japan (the “FIEA”)Japan. Each The Underwriter represents and agrees that it has not and will not offer or sell, directly or indirectly, any of the Securities in Japan or to, or for the account or benefit of, any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, of any resident of Japan for reoffering or resale, directly or indirectly, in Japan or to, or for the account or benefit of, any resident of Japan except (1i) pursuant to an exemption from the registration requirements of, or otherwise in compliance with, the FIEA Securities and Exchange Law of Japan and (2ii) in compliance with the other applicable laws, relevant laws and regulations and governmental guidelines of Japan. The Prospectus Supplement and accompanying Prospectus relating to this offering have not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each the Underwriter has not offered or sold any Securities or caused the Securities to be made the subject of an invitation for subscription or purchase and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the Securities, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the SFA, (ii) to a Relevant Personrelevant person, or any person pursuant to Section 275(1A), and in accordance with the conditions, specified in Section 275 of the SFA or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each The Underwriter will notify (whether through the distribution of the Prospectus Supplement and accompanying Prospectus relating to this offering or otherwise) each of the following Relevant Persons relevant persons specified in Section 275 of the SFA which has subscribed or purchased Securities from or through that the Underwriter, namely a person which is:

Japan. The Offered Securities have not been and will not be registered under the Financial Instruments and Exchange Act Law of Japan (Act no. 25 of 1948, as amended, the “FIEA”). Each Underwriter represents , and agrees each Reselling Purchaser has represented and agreed that it has not and will not offer or sellnot, directly or indirectly, any of offered or sold and will not, directly or indirectly, offer or sell the Offered Securities in Japan or to, or for the account or benefit of, any resident “resident” of Japan (including any corporation or other entity organized as defined under Item 5, Paragraph 1, Article 6 of the laws Foreign Exchange and Foreign Trade Control Law no. 228 of Japan1949, as amended), or to, or to others for the account or benefit of, any resident of Japan for reoffering re-offering or resale, directly or indirectly, in Japan or to, to or for the account or benefit of, of any resident of Japan in Japan, except (1) pursuant to an exemption from the registration requirements of, or and otherwise in compliance with, the FIEA and (2) in compliance with the any other applicable laws, regulations and governmental ministerial guidelines of Japan. The Prospectus Supplement Each Reselling Purchaser has acknowledged that the prospectus supplement and the accompanying Prospectus relating to this offering prospectus have not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter Reselling Purchaser has represented and agreed that it has not offered or sold any Offered Securities or caused the Offered Securities to be made the subject of an invitation for subscription or purchase and will not offer or sell any Offered Securities or cause the Offered Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement the prospectus supplement and the accompanying Prospectus prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the Offered Securities, whether directly or indirectly, to persons any person in Singapore other than (i) to an institutional investor under (as defined in Section 4A of the Securities and Futures Act 2001 of Singapore, as modified or amended from time to time (the “SFA”)) pursuant to Section 274 of the SFA, (ii) to a Relevant Personrelevant person (as defined in Section 275(2) of the SFA) pursuant to Section 275(1) of the SFA, or any person pursuant to Section 275(1A)) of the SFA, and in accordance with the conditions, conditions specified in Section 275 of the SFA or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify (whether through Where the distribution of the Prospectus Supplement and accompanying Prospectus relating to this offering Offered Securities are subscribed or otherwise) each of the following Relevant Persons specified in purchased under Section 275 of the SFA which has subscribed or purchased Securities from or through that Underwriter, namely by a relevant person which is:

Japan. The Securities have not been and will not be registered under the Financial Instruments Securities and Exchange Law of Japan (Japan, and each of the “FIEA”). Each Underwriter represents Underwriters and agrees each of its affiliates has represented and agreed that it has not offered or sold, and it will not offer or sell, directly or indirectly, any of the Securities in or to residents of Japan or to, or for the account or benefit of, to any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan persons for reoffering or resale, directly or indirectly, indirectly in Japan or to, or for the account or benefit of, to any resident of Japan Japan, except (1) pursuant to an any exemption from the registration requirements of, or otherwise in compliance with, of the FIEA Securities and (2) Exchange Law available thereunder and in compliance with the other applicable laws, relevant laws and regulations and governmental guidelines of Japan. The Prospectus Supplement Securities may not be offered or sold by means of any document other than to persons whose ordinary business is to buy or sell shares or debentures, whether as principal or agent, or in circumstances which do not constitute an offer to the public within the meaning of the Companies Ordinance (Cap. 32) of Hong Kong, and accompanying Prospectus no advertisement, invitation or document relating to this offering have the Securities may be issued, whether in Hong Kong or elsewhere, which is directed at, or the contents of which are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to Securities which are or are intended to be disposed of only to persons outside Hong Kong or only to “professional investors” within the meaning of the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made thereunder. The prospectus supplement has not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused the Securities to be made the subject of an invitation for subscription or purchase prospectus supplement and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesSecurities may not be circulated or distributed, nor may the Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the Securities and Futures Act, Chapter 289 of Singapore (the “SFA”), (ii) to a Relevant Personrelevant person, or any person pursuant to Section 275(1A257(1A), and in accordance with the conditions, specified in Section 275 of the SFA SFA, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify Whether the Securities are subscribed or purchased under Section 275 by a relevant person which is: (whether through a) a corporation (which is not an accredited investor) the distribution sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary is an accredited investor, shares, debentures, and units of shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for six months after that corporation or that trust has acquired the Securities under Section 275 except: (1) to an institutional investor under Section 274 of the Prospectus Supplement SFA or to a relevant person, or any person pursuant to Section 275(1A), and accompanying Prospectus relating to this offering or otherwise) each of in accordance with the following Relevant Persons conditions, specified in Section 275 of the SFA; (2) where no consideration is given for the transfer; or (3) by operation of law. Solely for the purposes of its obligations pursuant to sections 309B(1)(a) and 309B(1)(c) of the SFA, we have determined, and hereby notify all relevant persons (as defined in Section 309A of the SFA) that the Securities are “prescribed capital markets products” (as defined in the Securities and Futures (Capital Markets Products) Regulations 2018) and Excluded Investment Products (as defined in MAS Notice SFA which has subscribed 04-N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16: Notice on Recommendations on Investment Products). The Securities may be sold only to purchasers in the provinces of Alberta, British Columbia, Nova Scotia, Ontario, Quebec and Saskatchewan purchasing or purchased deemed to be purchasing, as principal that (a) are accredited investors, as defined in National Instrument 45-106 Prospectus Exemptions and, if such purchasers are resident in the Province of Ontario, subsection 73.3(1) of the Securities from or through that UnderwriterAct (Ontario), namely (b) are permitted clients, as defined in National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations, and (c) are not individuals. 48,000,000 Depositary Shares, Each Representing a person which is:1/1000th Interest in a Share of 5.000% Perpetual Preferred Stock, Series A ISSUER: AT&T Inc.

Japan. The Securities have not been and will not be registered under the Financial Instruments Securities and Exchange Law of Japan (Japan, and each of the “FIEA”). Each Underwriter represents Underwriters and agrees each of its affiliates has represented and agreed that it has not offered or sold, and it will not offer or sell, directly or indirectly, any of the Securities in or to residents of Japan or to, or for the account or benefit of, to any resident of Japan (including any corporation or other entity organized under the laws of Japan), or to, or for the account or benefit of, any resident of Japan persons for reoffering or resale, directly or indirectly, indirectly in Japan or to, or for the account or benefit of, to any resident of Japan Japan, except (1) pursuant to an any exemption from the registration requirements of, or otherwise in compliance with, of the FIEA Securities and (2) Exchange Law available thereunder and in compliance with the other applicable laws, relevant laws and regulations and governmental guidelines of Japan. The Prospectus Supplement Securities may not be offered or sold by means of any document other than to persons whose ordinary business is to buy or sell shares or debentures, whether as principal or agent, or in circumstances which do not constitute an offer to the public within the meaning of the Companies Ordinance (Cap. 32) of Hong Kong, and accompanying Prospectus no advertisement, invitation or document relating to this offering have the Securities may be issued, whether in Hong Kong or elsewhere, which is directed at, or the contents of which are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to Securities which are or are intended to be disposed of only to persons outside Hong Kong or only to “professional investors” within the meaning of the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made thereunder. The prospectus supplement has not been and will not be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”). Accordingly, each Underwriter has not offered or sold any Securities or caused the Securities to be made the subject of an invitation for subscription or purchase prospectus supplement and will not offer or sell any Securities or cause the Securities to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, such Prospectus Supplement and accompanying Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the SecuritiesSecurities may not be circulated or distributed, nor may the Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the Securities and Futures Act, Chapter 289 of Singapore (the “SFA”), (ii) to a Relevant Personrelevant person, or any person pursuant to Section 275(1A257(1A), and in accordance with the conditions, specified in Section 275 of the SFA SFA, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Each Underwriter will notify Whether the Securities are subscribed or purchased under Section 275 by a relevant person which is: (whether through a) a corporation (which is not an accredited investor) the distribution sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or (b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary is an accredited investor, shares, debentures, and units of shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for six months after that corporation or that trust has acquired the Securities under Section 275 except: (1) to an institutional investor under Section 274 of the Prospectus Supplement SFA or to a relevant person, or any person pursuant to Section 275(1A), and accompanying Prospectus relating to this offering or otherwise) each of in accordance with the following Relevant Persons conditions, specified in Section 275 of the SFA which has subscribed SFA; (2) where no consideration is given for the transfer; or purchased Securities from or through that Underwriter(3) by operation of law. ISSUER: AT&T Inc. (“AT&T”) TITLE OF SECURITIES: 4.250% Global Notes due 2043 (the “Notes”) TRADE DATE: May 8, namely a person which is:2013 SETTLEMENT DATE: May 15, 2013 (T+5) MATURITY DATE: June 1, 2043 AGGREGATE PRINCIPAL AMOUNT OFFERED: £1,000,000,000 REFERENCE GOVERNMENT SECURITY: GBP 4.50% due December 2042 REFERENCE GOVERNMENT PRICE/RATE: 127.850 / 3.062% REOFFER SPREAD TO GOVERNMENT SECURITY: +118 bps PRICE TO PUBLIC (ISSUE PRICE): 99.377% SEMI ANNUAL REOFFER YIELD 4.242% ANNUAL REOFFER YIELD: 4.287% FEES: 60 bps ALL-IN YIELD: 4.323% PRICE TO AT&T: 98.777% NET PROCEEDS: £987,770,000 USE OF PROCEEDS: General corporate purposes, including the repayment of maturing debt. UNDERWRITERS’ REIMBURSEMENT OF AT&T’S EXPENSES: Underwriters to reimburse $800,000 of AT&T’s expenses INTEREST RATE: 4.250% per annum INTEREST PAYMENT DATE: Annually on June 1, commencing on June 1, 2014 DENOMINATIONS: Minimum of £100,000 and integral multiples of £1,000 in excess thereof.