0000732717-06-000054 Sample Contracts

FIVE YEAR CREDIT AGREEMENT
Five Year Credit Agreement • July 12th, 2006 • At&t Inc. • Telephone communications (no radiotelephone) • New York

AT&T INC., a Delaware corporation (the "Borrower"), the banks, financial institutions and other institutional lenders (the "Initial Lenders") listed on the signature pages hereof, CITIGROUP GLOBAL MARKETS INC. and J.P. MORGAN SECURITIES INC., as joint lead arrangers and joint bookrunners, JPMORGAN CHASE BANK, N.A., as syndication agent, BANK OF AMERICA N.A., BARCLAYS BANK PLC, DEUTSCHE BANK AG NEW YORK BRANCH, and UBS LOAN FINANCE LLC, as documentation agents, and CITIBANK, N.A. ("Citibank"), as agent (the "Agent") for the Lenders (as hereinafter defined), agree as follows:

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