0001193805-10-001785 Sample Contracts

AMENDMENT NO. 1 TO DEPOSIT AGREEMENT
Deposit Agreement • June 23rd, 2010 • Deutsche Bank Trust Co Americas/ ADR Group • Radiotelephone communications • New York

AMENDMENT NO. 1 dated as of June , 2010 (the "Amendment") to the Amended and Restated Deposit Agreement dated as of December 5, 2005 (as amended from time to time, the "Deposit Agreement") among Deutsche Telekom AG, a corporation incorporated in the Federal Republic of Germany and organized under the laws of the Federal Republic of Germany, and its successors (the "Company"), Deutsche Bank Trust Company Americas, as depositary (the "Depositary"), and all Holders and Beneficial Owners from time to time of American Depositary Receipts ("ADRs") issued thereunder.

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