dated as ofCredit Agreement • May 3rd, 2005 • Bellsouth Corp • Telephone communications (no radiotelephone) • New York
VOTING AGREEMENT AND IRREVOCABLE PROXY AGREEMENT, dated as of February 11, 1997 by and between RICKY C. HANEY, a Wireless Cable of Atlanta, Inc. stockholder ("Stockholder") and BELLSOUTH CORPORATION, a Georgia corporation ("BellSouth"). WHEREAS,...Voting Agreement • February 21st, 1997 • Bellsouth Corp • Telephone communications (no radiotelephone) • Georgia
Exhibit 2a-4 AMENDMENT NO. 4 TO STOCK PURCHASE AGREEMENT THIS AMENDMENT NO. 4 TO STOCK PURCHASE AGREEMENT (this "Amendment No. 4") is made as of the 27th day of October, 2004, by and among Telefonica Moviles, S.A., a corporation organized under the...Stock Purchase Agreement • November 2nd, 2004 • Bellsouth Corp • Telephone communications (no radiotelephone) • New York
SERIES C MEDIUM-TERM NOTES DUE FROM 9 MONTHS TO 40 YEARS FROM DATE OF ISSUEDistribution Agreement • March 12th, 1998 • Bellsouth Corp • Telephone communications (no radiotelephone) • New York
AmongMerger Agreement • March 6th, 2006 • Bellsouth Corp • Telephone communications (no radiotelephone) • Delaware
Section 1. Certain Definitions......................................2 Section 2. Appointment of Rights Agent..............................6 Section 3. Issuance of Right Certificates...........................6 Section 4. Form of Right Certificates;...Rights Agreement • November 23rd, 1999 • Bellsouth Corp • Telephone communications (no radiotelephone) • Georgia
ISO TERMS AND CONDITIONSIncentive Stock Option Agreement • May 7th, 2001 • Bellsouth Corp • Telephone communications (no radiotelephone)
EXHIBIT 10LL INDEMNITY AGREEMENT AGREEMENT, effective as of _____________________________, between BellSouth Corporation, a Georgia corporation (the "Corporation"), and ____________________________________ (the "Indemnitee"). WHEREAS, both the...Indemnification Agreement • February 24th, 2004 • Bellsouth Corp • Telephone communications (no radiotelephone) • Georgia
AGREEMENTEmployment Agreement • February 25th, 1999 • Bellsouth Corp • Telephone communications (no radiotelephone) • Georgia
Exhibit 1 BELLSOUTH CORPORATION UNDERWRITING AGREEMENT STANDARD PROVISIONS (DEBT) AUGUST 17, 2004 From time to time, BellSouth Corporation, a Georgia corporation (the "Company"), may enter into one or more underwriting agreements that provide for the...Underwriting Agreement • August 17th, 2004 • Bellsouth Corp • Telephone communications (no radiotelephone) • New York
RESTRICTED STOCK AGREEMENT NON-RETIREMENT ELIGIBLE BELLSOUTH CORPORATION STOCK AND INCENTIVE COMPENSATION PLAN RESTRICTED STOCK AWARD AGREEMENT BellSouth Corporation, a Georgia corporation ("BellSouth"), acting pursuant to action of its Board of...Restricted Stock Agreement • September 30th, 2004 • Bellsouth Corp • Telephone communications (no radiotelephone) • Georgia
RECITALSCommon Stock Purchase Agreement • June 8th, 1999 • Bellsouth Corp • Telephone communications (no radiotelephone) • New York
dated as ofCredit Agreement • October 6th, 2004 • Bellsouth Corp • Telephone communications (no radiotelephone) • New York
INDENTURE Dated as of August 15, 2001Indenture • August 21st, 2001 • Bellsouth Corp • Telephone communications (no radiotelephone) • New York
BY AND AMONGRevolving Credit Agreement • July 1st, 2005 • Bellsouth Corp • Telephone communications (no radiotelephone) • Delaware
EXHIBIT 10HH-1 AGREEMENTExecutive Employment Agreement • February 28th, 2002 • Bellsouth Corp • Telephone communications (no radiotelephone) • Georgia
EXHIBIT 10NN INVESTMENT AGREEMENT INVESTMENT AGREEMENT (this "Agreement"), dated as of February 17, 2004, between BellSouth Corporation, a Georgia corporation ("BellSouth"), and SBC Communications Inc., a Delaware corporation ("SBC"). W I T N E S S E...Investment Agreement • February 24th, 2004 • Bellsouth Corp • Telephone communications (no radiotelephone) • Delaware
THIRD AMENDMENT TO THE BELLSOUTH CORPORATION TRUST UNDER EXECUTIVE BENEFIT PLAN(S) THIS THIRD AMENDMENT to the BellSouth Corporation Trust Under Executive Benefit Plan(s) (the "Trust Agreement") is made this 15th day of March, 2004, by and between...Trust Agreement • May 6th, 2004 • Bellsouth Corp • Telephone communications (no radiotelephone)
Exhibit 10bbb BELLSOUTH CORPORATION STOCK AND INCENTIVE COMPENSATION PLAN 2005 OWNERSHIP RESTRICTED STOCK AWARD AGREEMENT BellSouth Corporation, a Georgia corporation ("BellSouth"), acting pursuant to action of its Board of Directors and in accordance...Restricted Stock Award Agreement • May 5th, 2005 • Bellsouth Corp • Telephone communications (no radiotelephone)
Exhibit 1 BELLSOUTH CORPORATION $400,000,000 5.20% NOTES DUE 2016 UNDERWRITING AGREEMENT DECEMBER 16, 2004 UNDERWRITING AGREEMENTUnderwriting Agreement • December 17th, 2004 • Bellsouth Corp • Telephone communications (no radiotelephone) • New York
2004-NQSO TERMS AND CONDITIONSNon-Qualified Stock Option Agreement • September 30th, 2004 • Bellsouth Corp • Telephone communications (no radiotelephone)
VOTING AGREEMENTVoting Agreement • June 12th, 2001 • Bellsouth Corp • Telephone communications (no radiotelephone) • New York
AGREEMENTEmployment Agreement • February 24th, 2004 • Bellsouth Corp • Telephone communications (no radiotelephone) • Georgia
AGREEMENTRetirement Agreement • March 2nd, 2000 • Bellsouth Corp • Telephone communications (no radiotelephone) • Georgia
INDENTURE Dated as of August 15, 2001Indenture • October 22nd, 2001 • Bellsouth Corp • Telephone communications (no radiotelephone) • New York
ARTICLE I AMENDMENTSStock Purchase Agreement • November 2nd, 2004 • Bellsouth Corp • Telephone communications (no radiotelephone) • New York
AGREEMENTExecutive Employment Agreement • November 2nd, 2004 • Bellsouth Corp • Telephone communications (no radiotelephone) • Georgia
VOTING AGREEMENT AND IRREVOCABLE PROXY AGREEMENT, dated as of February 11, 1997 by and between RICHARD L. KENDRICK, a Wireless Cable of Atlanta, Inc. stockholder ("Stockholder") and BELLSOUTH CORPORATION, a Georgia corporation ("BellSouth"). WHEREAS,...Voting Agreement • February 21st, 1997 • Bellsouth Corp • Telephone communications (no radiotelephone) • Georgia
FORM 11-KAnnual Report • June 28th, 2000 • Bellsouth Corp • Telephone communications (no radiotelephone)
AGREEMENTEmployment Agreement • June 17th, 2005 • Bellsouth Corp • Telephone communications (no radiotelephone) • Georgia
STARMEDIA NETWORK, INC. SECURITIES PURCHASE AGREEMENT Dated as of May 30, 2001 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT is entered into as of May 30, 2001, by and among StarMedia Network, Inc., a Delaware corporation (the...Securities Purchase Agreement • June 12th, 2001 • Bellsouth Corp • Telephone communications (no radiotelephone) • New York
Exhibit 10yy Performance Share Agreement - 162(m) Officers/TSR BELLSOUTH CORPORATION STOCK AND INCENTIVE COMPENSATION PLAN FORM OF PERFORMANCE SHARES AWARD AGREEMENT BellSouth Corporation, a Georgia corporation ("BellSouth"), acting pursuant to action...Performance Share Agreement • March 2nd, 2005 • Bellsouth Corp • Telephone communications (no radiotelephone)
ARTICLE I AMENDMENTSStock Purchase Agreement • November 2nd, 2004 • Bellsouth Corp • Telephone communications (no radiotelephone) • New York
ARTICLE I AMENDMENTSStock Purchase Agreement • November 2nd, 2004 • Bellsouth Corp • Telephone communications (no radiotelephone) • New York
Exhibit 4a This AMENDMENT NO. 1 TO RIGHTS AGREEMENT (this "Amendment") is dated as of March 2, 2005 between BellSouth Corporation, a Georgia corporation (the "Company"), and Mellon Investor Services LLC (f/k/a ChaseMellon Shareholder Services, L.L.C.)...Rights Agreement • March 2nd, 2005 • Bellsouth Corp • Telephone communications (no radiotelephone)
