Common use of Singapore Clause in Contracts

Singapore. This prospectus supplement and the accompanying prospectus have not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes may not be circulated or distributed, nor may the notes 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 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. Where the notes are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notes, debentures and units of notes 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 notes under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A Time of Sale Information

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A Time of Sale InformationSCHEDULE IV Final Term Sheet June 3, 2014 U.S.$2,000,000,000 AT&T Inc.

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A Time SCHEDULE IV Final Term Sheet February 8, 2012 U.S.$3,000,000,000 AT&T Inc. U.S.$1,000,000,000 0.875% GLOBAL NOTES DUE 2015 U.S.$1,000,000,000 1.600% GLOBAL NOTES DUE 2017 U.S.$1,000,000,000 3.000% GLOBAL NOTES DUE 2022 ISSUER: AT&T Inc. TITLE OF SECURITIES: 0.875% Global Notes due 2015 (the “Global Notes due 2015”), 1.600% Global Notes due 2017 (the “Global Notes due 2017”) and 3.000% Global Notes due 2022 (the “Global Notes due 2022” and, together with the Global Notes due 2015 and the Global Notes due 2017, the “Notes”) TRADE DATE: February 8, 2012 SETTLEMENT DATE (T+3): February 13, 2012 MATURITY DATE: February 13, 2015, at par, for the Global Notes due 2015 February 15, 2017, at par, for the Global Notes due 2017 February 15, 2022, at par, for the Global Notes due 2022 AGGREGATE PRINCIPAL AMOUNT OFFERED: Global Notes due 2015: $1,000,000,000 Global Notes due 2017: $1,000,000,000 Global Notes due 2022: $1,000,000,000 PRICE TO PUBLIC (ISSUE PRICE): Global Notes due 2015: 99.929% Global Notes due 2017: 99.880% Global Notes due 2022: 99.803% GROSS SPREAD: Global Notes due 2015: 0.25% Global Notes due 2017: 0.35% Global Notes due 2022: 0.45% PRICE TO AT&T INC.: Global Notes due 2015: 99.679% Global Notes due 2017: 99.530% Global Notes due 2022: 99.353% NET PROCEEDS: Global Notes due 2015: $996,790,000 Global Notes due 2017: $995,300,000 Global Notes due 2022: $993,530,000 UNDERWRITERS’ REIMBURSEMENT OF AT&T INC.’S EXPENSES: Underwriters to reimburse $600,000 of Sale InformationAT&T Inc.’s expenses USE OF PROCEEDS: General corporate purposes INTEREST RATE: Global Notes due 2015: 0.875% per annum Global Notes due 2017: 1.600% per annum Global Notes due 2022: 3.000% per annum

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A Time Republic of Sale InformationChina Each Purchaser has represented and agreed that the Purchased Securities have not been, and shall not be, offered, sold or re-sold, directly or indirectly, in the Republic of China (“ROC”), to investors other than “professional institutional investors” as defined under Paragraph 2, Article 19-7 of the Regulations Governing Securities Firms of the ROC, which currently include: overseas or domestic banks, insurance companies, bills finance companies, securities firms, fund management companies, government investment institutions, government funds, pension funds, mutual funds, unit trusts, securities investment trust enterprises, securities investment consulting enterprises, trust enterprises, futures commission merchants, futures service enterprises, and other institutions approved by the Financial Supervisory Commission of the ROC. SCHEDULE IV Final Term Sheet January 29, 2015 U.S.$2,619,000,000 AT&T Inc.

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A Time SCHEDULE IV Final Term Sheet June 11, 2012 U.S.$ 2,000,000,000 AT&T Inc. U.S.$1,150,000,000 1.700% GLOBAL NOTES DUE 2017 U.S.$850,000,000 3.000% GLOBAL NOTES DUE 2022 ISSUER: AT&T Inc. TITLE OF SECURITIES: 1.700% Global Notes due 2017 (the “Global Notes due 2017”) and 3.000% Global Notes due 2022 (the “Global Notes due 2022” and, together with the Global Notes due 2017, the “Notes”) TRADE DATE: June 11, 2012 SETTLEMENT DATE (T+3): June 14, 2012 MATURITY DATE: June 1, 2017, at par, for the Global Notes due 2017 February 15, 2022, at par, for the Global Notes due 2022 AGGREGATE PRINCIPAL AMOUNT OFFERED: Global Notes due 2017: $1,150,000,000 Global Notes due 2022: $850,000,000 PRICE TO PUBLIC (ISSUE PRICE): Global Notes due 2017: 99.806% Global Notes due 2022: 100.432% GROSS SPREAD: Global Notes due 2017: 0.350% Global Notes due 2022: 0.450% PRICE TO AT&T INC.: Global Notes due 2017: 99.456% Global Notes due 2022: 99.982% NET PROCEEDS: Global Notes due 2017: $1,143,744,000 Global Notes due 2022: $858,417,833.33 (includes accrued interest of Sale Information$8,570,833.33) UNDERWRITERS’ REIMBURSEMENT OF AT&T INC.’S EXPENSES: Underwriters to reimburse $500,000 of AT&T Inc.’s expenses. USE OF PROCEEDS: General corporate purposes, including the repayment of maturing debt.

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A Time SCHEDULE IV Final Term Sheet May 22, 2012 AT&T Inc. £1,250,000,000 4.875% GLOBAL NOTES DUE 2044 ISSUER: AT&T Inc. TITLE OF SECURITIES: 4.875% Global Notes due 2044 (the “Notes”) TRADE DATE: May 22, 2012 SETTLEMENT DATE (T+4(U.S.)/T+5(U.K.)): May 29, 2012 MATURITY DATE: June 1, 2044, at par AGGREGATE PRINCIPAL AMOUNT OFFERED: £1,250,000,000 REFERENCE GOVERNMENT SECURITY: 4.50% due 2042 REFERENCE GOVERNMENT PRICE/RATE: 127.00 / 3.122% REOFFER SPREAD TO GOVERNMENT SECURITY: +173 bps PRICE TO PUBLIC (ISSUE PRICE): 99.426% SEMI ANNUAL REOFFER YIELD: 4.852% FEES: 60 bps ALL-IN YIELD: 4.889% PRICE TO AT&T INC.: 98.826% NET PROCEEDS: £1,235,325,000 USE OF PROCEEDS: General corporate purposes UNDERWRITERS’ REIMBURSEMENT OF AT&T INC.’S EXPENSES: Underwriters to reimburse £389,000 of Sale InformationAT&T Inc.’s expenses INTEREST RATE: 4.875% per annum INTEREST PAYMENT DATE: Annually on June 1, commencing on June 1, 2013 DENOMINATIONS: Minimum of £100,000 and integral multiples of £1,000 in excess thereof INDENTURE AND RANKING: The Notes will be issued under an indenture, dated as of November 1, 1994, between AT&T Inc. and The Bank of New York Mellon, as trustee. The Notes will be AT&T Inc.’s unsecured and unsubordinated obligations and will rank pari passu with all other indebtedness issued under the indenture.

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A Time SCHEDULE IV Final Term Sheet May 8, 2008 $3,000,000,000 AT&T Inc. 4.95% GLOBAL NOTES DUE 2013 5.60% GLOBAL NOTES DUE 2018 6.40% GLOBAL NOTES DUE 2038 ISSUER: AT&T Inc. TITLE OF SECURITIES: 4.95% Global Notes due 2013, 5.60% Global Notes due 2018 and 6.40% Global Notes due 2038 (collectively, the “Notes”) TRADE DATE: May 8, 2008 SETTLEMENT DATE (T+3): May 13, 2008 MATURITY DATE: January 15, 2013, at par, for 4.95% Global Notes due 2013 May 15, 2018, at par, for 5.60% Global Notes due 2018 May 15, 2038, at par, for 6.40% Global Notes due 2038 AGGREGATE PRINCIPAL AMOUNT OFFERED: Global Notes due 2013: $750,000,000 Global Notes due 2018: $1,000,000,000 Global Notes due 2038: $1,250,000,000 PRICE TO PUBLIC (ISSUE PRICE): Global Notes due 2013: 101.270% Global Notes due 2018: 99.916% Global Notes due 2038: 99.616% GROSS SPREAD: Global Notes due 2013: 0.35% Global Notes due 2018: 0.45% Global Notes due 2038: 0.75% PRICE TO AT&T INC.: Global Notes due 2013: 100.920% Global Notes due 2018: 99.466% Global Notes due 2038: 98.866% ISSUER: AT&T Inc. NET PROCEEDS: Global Notes due 2013: $773,090,625 (includes accrued interest of Sale Information$16,190,625) Global Notes due 2018: $994,660,000 Global Notes due 2038: $1,235,825,000 USE OF PROCEEDS: General corporate purposes INTEREST RATE: Global Notes due 2013: 4.95% per annum Global Notes due 2018: 5.60% per annum Global Notes due 2038: 6.40% per annum

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex SCHEDULE IV Final Term Sheet November 12, 2008 $1,500,000,000 AT&T Inc. 6.70% GLOBAL NOTES DUE 2013 ISSUER: AT&T Inc. TITLE OF SECURITIES: 6.70% Global Notes due 2013 (the “Notes”) TRADE DATE: November 12, 2008 SETTLEMENT DATE (T+3): November 17, 2008 MATURITY DATE: November 15, 2013, at par AGGREGATE PRINCIPAL AMOUNT OFFERED: $1,500,000,000 PRICE TO PUBLIC (ISSUE PRICE): 99.829% GROSS SPREAD: 0.350% PRICE TO AT&T INC.: 99.479% NET PROCEEDS: $1,492,185,000 USE OF PROCEEDS: General corporate purposes, including repayment of commercial paper UNDERWRITERS’ REIMBURSEMENT OF AT&T INC.’S EXPENSES: Underwriters to reimburse $250,000 of AT&T Inc.’s expenses. INTEREST RATE: 6.70% per annum INTEREST PAYMENT DATES: Semi-annually on each May 15 and November 15, commencing on May 15, 2009 DENOMINATIONS: Minimum of $2,000 and integral multiples of $1,000 thereafter OPTIONAL REDEMPTION: At any time in whole or from time to time in part, at a make-whole call equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) the sum of the present values of the remaining scheduled payments of principal and interest discounted to the redemption date, on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the sum of the Treasury Rate plus 50 basis points. INDENTURE AND RANKING: The Notes will be issued under an indenture dated as of November 1, 1994 between AT&T Inc. and The Bank of New York Mellon, as trustee. The Notes will be AT&T Inc.’s unsecured and unsubordinated obligations and will rank pari passu with all other indebtedness issued under the indenture. RATINGS: Xxxxx’x: A2 (Stable), S&P: A Time (Stable), Fitch: A (Stable) JOINT BOOKRUNNERS: Credit Suisse Securities (USA) LLC, X.X. Xxxxxx Securities Inc., Greenwich Capital Markets, Inc. and Wachovia Capital Markets, LLC CUSIP NUMBER: 00206R AP7 ISIN NUMBER: US00206RAP73 ALLOCATION: Underwriters Principal Amount of Sale InformationNotes Credit Suisse Securities (USA) LLC U.S.$ 300,000,000 X.X. Xxxxxx Securities Inc. 300,000,000 Greenwich Capital Markets, Inc. 300,000,000 Wachovia Capital Markets, LLC 300,000,000 CastleOak Securities, L.P. 75,000,000 Loop Capital Markets, LLC 75,000,000 Mitsubishi UFJ Securities International plc 75,000,000 Xxxxxx X. Xxxxxxx & Co., Inc. 75,000,000 Total U.S.$ 1,500,000,000 REFERENCE DOCUMENT: Prospectus Supplement, dated November 12, 2008; Prospectus, dated May 23, 2007. THE ISSUER HAS FILED A REGISTRATION STATEMENT (INCLUDING A PROSPECTUS) WITH THE SEC FOR THE OFFERING TO WHICH THIS COMMUNICATION RELATES. BEFORE YOU INVEST, YOU SHOULD READ THE PROSPECTUS IN THAT REGISTRATION STATEMENT AND OTHER DOCUMENTS THE ISSUER HAS FILED WITH THE SEC FOR MORE COMPLETE INFORMATION ABOUT THE ISSUER AND THIS OFFERING. YOU MAY GET THESE DOCUMENTS FOR FREE BY VISITING XXXXX ON THE SEC WEB SITE AT XXX.XXX.XXX. ALTERNATIVELY, THE ISSUER, ANY UNDERWRITER OR ANY DEALER PARTICIPATING IN THE OFFERING WILL ARRANGE TO SEND YOU THE PROSPECTUS IF YOU REQUEST IT BY CALLING CREDIT SUISSE SECURITIES (USA) LLC TOLL FREE AT 1-800-221-1037, X.X. XXXXXX SECURITIES INC. TOLL FREE AT 0-000-000-0000, GREENWICH CAPITAL MARKETS, INC. TOLL FREE AT 0-000-000-0000 AND WACHOVIA CAPITAL MARKETS, LLC TOLL FREE AT 0-000-000-0000. ANY DISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR BELOW ARE NOT APPLICABLE TO THIS COMMUNICATION AND SHOULD BE DISREGARDED. SUCH DISCLAIMERS OR OTHER NOTICES WERE AUTOMATICALLY GENERATED AS A RESULT OF THIS COMMUNICATION BEING SENT VIA BLOOMBERG OR ANOTHER EMAIL SYSTEM. A SECURITIES RATING IS NOT A RECOMMENDATION TO BUY, SELL OR HOLD SECURITIES AND MAY BE REVISED OR WITHDRAWN AT ANY TIME. EXHIBIT A AT&T INC. DELAYED DELIVERY CONTRACT , 200 AT&T Inc. 000 X. Xxxxxxx Street San Antonio, Texas 78205-2233 Ladies and Gentlemen: The undersigned hereby agrees to purchase from AT&T Inc., a Delaware corporation (the “Company”), and the Company hereby agrees to sell to the undersigned, $ principal amount of the Company’s above-captioned securities (“Securities”), offered by the Company’s prospectus, dated , as supplemented by the prospectus supplement, dated (collectively, the “Prospectus”), receipt of a copy of which is hereby acknowledged, at a purchase price of % of the principal amount thereof plus accrued interest from to the Delivery Date (as defined in the next paragraph) and on the further terms and conditions set forth in this Contract. Payment for and delivery of the Securities to be purchased by the undersigned shall be made on , 200 , herein called the “Delivery Date”. At 10:00 A.M., New York time, on the Delivery Date, the Securities to be purchased by the undersigned hereunder will be delivered by the Company to the undersigned, and the undersigned will accept delivery of such Securities and will make payment to the Company of the purchase price therefore at the office of The Bank of New York. Payment will be by certified or official bank check or wire transfer payable in Federal (same day) funds settled through the New York Clearing House, or such other Clearing House as the Company may designate, to or upon the order of the Company. The Securities will be delivered in such authorized forms and denominations and registered in such names as the undersigned may designate by written or telegraphic communication addressed to the Company not less than two full business days prior to the Delivery Date or, if the undersigned fails to make a timely designation in the foregoing manner, in the form of one definitive fully registered certificate representing the Securities in the above principal amount, registered in the name of the undersigned. This Contract will terminate and be of no further force and effect after , 200 , unless (i) on or before such date it shall have been executed and delivered by both parties hereto and (ii) the Company shall have sold to the Underwriters named in the Prospectus the Immediate Delivery Underwritten Securities (as defined in the Underwriting Agreement referred to in the Prospectus). The Company will mail or deliver to the undersigned at its address set forth below a notice to that effect, stating the date of the occurrence thereof, accompanied by copies of the opinion of counsel for the Company delivered to such Underwriters pursuant to Paragraph 11(d) of the Underwriting Agreement. The obligation of the undersigned to accept delivery of and make payment for the Securities on the Delivery Date will be subject to the condition that the Securities shall not, on the Delivery Date, be an investment prohibited by the laws of the jurisdiction to which the undersigned is subject, the undersigned hereby representing that such an investment is not so prohibited on the date hereof. This Contract will inure to the benefit of and be binding upon the parties hereto and their respective successors but will not be assignable by either party hereto without the written consent of the other. This Contract may be executed by any of the parties hereto in any number of counterparts, each of which shall be deemed to be an original, but all such counterparts shall together constitute one and the same instrument. It is understood that acceptance of any Delayed Delivery Contract (as defined in said Underwriting Agreement) is in the Company’s sole discretion and, without limiting the foregoing, need not be on a first-come, first-served basis. If this Contract is acceptable to the Company, it is requested that the Company sign the form of acceptance below and mail or deliver one of the counterparts hereof to the undersigned at its address set forth below. This will become a binding contract between the Company and the undersigned when such counterpart is so mailed or delivered. Very truly yours, By Title Address Accepted as of , 200 AT&T INC. By Title:

Singapore. This prospectus supplement and the accompanying prospectus have not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this prospectus supplement and supplement, the accompanying prospectus, any free writing prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Series C Preferred Shares may not be circulated or distributed, nor may the notes Series C Preferred Shares 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 personperson 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 SFA, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Where the notes Series C Preferred Shares are subscribed or purchased under Section 275 of the SFA by a relevant person which is: (a) a corporation (which is not an accredited investorinvestor (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, notes, debentures and units securities (as defined in Section 239(1) of notes and debentures the SFA) of that corporation or the beneficiaries’ rights and interest (howsoever described) in that trust shall not be transferable for transferred within 6 months after that corporation or that trust has acquired the notes Series C Preferred Shares pursuant to an offer made under Section 275 of the SFA except: (1) to an institutional investor under Section 274 of the SFA or to a relevant personperson defined in Section 275(2) of the SFA, or any person pursuant arising from an offer referred to in Section 275(1A), and in accordance with the conditions, specified in ) or Section 275 276(4)(i)(B) of the SFA; (2) where no consideration is or will be given for the transfer; or (3) where the transfer is by operation of law. Annex A Time ; or (4) as specified in Section 276(7) of Sale Informationthe SFA.

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A Time Solely for the purposes of its obligations pursuant to sections 309B(1)(a) and 309B(1)(c) of the SFA, the Company has 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 04-N12: Notice on the Sale Informationof Investment Products and MAS Notice FAA-N16: Notice on Recommendations on Investment Products). Republic of Korea The Securities may not be offered, sold and delivered directly or indirectly, or offered or sold to any person for reoffering or resale, directly or indirectly, in the Republic of Korea or to any resident of the Republic of Korea except pursuant to the applicable laws and regulations of the Republic of Korea, including , without limitation, the Financial Investment Services and Capital Markets Act and the Foreign Exchange Transaction Law and the decrees and regulations thereunder. The Securities have not been and will not be registered with the Financial Services Commission of Korea for public offering in the Republic of Korea. Furthermore, the Securities may not be resold to residents of the Republic of Korea unless the purchaser of the Securities complies with all applicable regulatory requirements (including but not limited to government approval requirements under the Foreign Exchange Transaction Law and its subordinate decrees and regulations) in connection with the purchase of the Securities.

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Filed Pursuant to Rule 433 Registration No. 333-143180 Final Term Sheet March 27, 2008 Schedule IV FINAL TERM SHEET MARCH 27, 2008 €1,250,000,000 AT&T INC. 6.125% GLOBAL NOTES DUE 2015 ISSUER: AT&T Inc. (“AT&T”) TITLE OF SECURITIES: 6.125% Global Notes due 2015 (the “Notes”) STRUCTURE: Senior unsecured FORMAT: SEC-registered notes ANNOUNCE DATE: March 27, 2008 TRADE DATE: Mxxxx 00, 0000 XXXXXXXXXX DATE (T+5): Axxxx 0, 0000 XXXXXXXX DATE: April 2, 2015 REFERENCE GOVERNMENT SECURITY: DBR 3.750% 1/15 REFERENCE GOVERNMENT PRICE/RATE: 99.835/3.776% REOFFER SPREAD TO GOVERNMENT SECURITY: 236.7 bps BENCHMARK: 7-year mid swap rate BENCHMARK RATE: 4.243% REOFFER SPREAD TO BENCHMARK: 190 bps AGGREGATE PRINCIPAL AMOUNT OFFERED: €1,250,000,000 PRICE TO PUBLIC (ISSUE PRICE): 99.901% REOFFER YIELD: 6.143% FEES: 30 bps ALL-IN PRICE: 99.601% ALL-IN YIELD: 6.197% GROSS SPREAD: €3,750,000 PRICE TO AT&T: 99.601% NET PROCEEDS: €1,245,012,500 USE OF PROCEEDS: General corporate purposes UNDERWRITERS’ REIMBURSEMENT OF AT&T’S EXPENSES: Underwriters to reimburse €250,000 of AT&T’s expenses INTEREST RATE: 6.125% INTEREST PAYMENT DATE: April 2, annually DENOMINATIONS: Minimum of €50,000 and integral multiples of €50,000 thereafter TAX GROSS UP: Comparable to prior AT&T transactions. See Annex I. TAX CALL: Comparable to prior AT&T transactions. See Annex I. OPTIONAL REDEMPTION: None, except tax call ISIN/COMMON CODE/CUSIP: XS0356044643/035604464/00206R AL6 LISTING: AT&T intends to apply to list the Notes on the New York Stock Exchange. FORM/CLEARING SYSTEMS: Registered form only (not bearer). There will be a DTC Global Note deposited with DTC and an International Global Note deposited with a common depositary for Euroclear and Clearstream. Transfers between DTC and Euroclear or Clearstream will occur free of payment, via the Registrar. DTC will only make payments of interest and principal in U.S. dollars. Holders of beneficial interests through DTC may either elect to receive euro outside of DTC or will receive U.S. dollars converted at prevailing exchange rates. Any costs of conversion would be borne by the holders receiving U.S. dollars in DTC. DAY COUNT FRACTION: Actual/ Actual (ICMA), following, unadjusted RATINGS: Mxxxx’x: A2 (Stable), S&P: A Time of Sale Information(Stable), Fitch: A (Stable) JOINT BOOKRUNNERS: Barclays Bank PLC, Deutsche Bank AG, London Branch and Mxxxxxx Lxxxx International ALLOCATION:

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A Time SCHEDULE IV Final Term Sheet July 27, 2010 $2,250,000,000 AT&T Inc. 2.500% GLOBAL NOTES DUE 2015 ISSUER: AT&T Inc. TITLE OF SECURITIES: 2.500% Global Notes due 2015 (the “Notes”) TRADE DATE: July 27, 2010 SETTLEMENT DATE (T+3): July 30, 2010 MATURITY DATE: August 15, 2015, at par. AGGREGATE PRINCIPAL AMOUNT OFFERED: $2,250,000,000 PRICE TO PUBLIC (ISSUE PRICE): 99.694% GROSS SPREAD: 0.350% PRICE TO AT&T INC.: 99.344% NET PROCEEDS: $2,235,240,000 UNDERWRITERS’ REIMBURSEMENT OF AT&T INC.’S EXPENSES: Underwriters to reimburse $300,000 of Sale InformationAT&T Inc.’s expenses USE OF PROCEEDS: General corporate purposes INTEREST RATE: 2.500% per annum INTEREST PAYMENT DATES: Semi-annually on each February 15 and August 15, commencing on February 15, 2011 DENOMINATIONS: Minimum of $2,000 and integral multiples of $1,000 thereafter OPTIONAL REDEMPTION: At any time 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 to be redeemed or (ii) the sum of the present values of the remaining scheduled payments of principal and interest discounted to the redemption date, on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the sum of the Treasury Rate plus 15 basis points for the Notes, plus in each of clauses (i) and (ii) accrued and unpaid interest on the Notes to be redeemed to the date of redemption.

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex SCHEDULE IV Final Term Sheet August 15, 2011 U.S.$5,000,000,000 AT&T Inc. U.S.$1,500,000,000 2.400% GLOBAL NOTES DUE 2016 U.S.$1,500,000,000 3.875% GLOBAL NOTES DUE 2021 U.S.$2,000,000,000 5.550% GLOBAL NOTES DUE 2041 ISSUER: AT&T Inc. TITLE OF SECURITIES: 2.400% Global Notes due 2016 (the “Global Notes due 2016”), 3.875% Global Notes due 2021 (the “Global Notes due 2021”) and 5.550% Global Notes due 2041 (the “Global Notes due 2041” and, together with the Global Notes due 2016 and the Global Notes due 2021, the “Notes”) TRADE DATE: August 15, 2011 SETTLEMENT DATE (T+3): August 18, 2011 MATURITY DATE: August 15, 2016, at par, for the Global Notes due 2016 August 15, 2021, at par, for the Global Notes due 2021 August 15, 2041, at par, for the Global Notes due 2041 AGGREGATE PRINCIPAL AMOUNT OFFERED: Global Notes due 2016: $1,500,000,000 Global Notes due 2021: $1,500,000,000 Global Notes due 2041: $2,000,000,000 PRICE TO PUBLIC (ISSUE PRICE): Global Notes due 2016: 99.673% Global Notes due 2021: 99.705% Global Notes due 2041: 99.336% GROSS SPREAD: Global Notes due 2016: 0.350% Global Notes due 2021: 0.450% Global Notes due 2041: 0.750% PRICE TO AT&T INC.: Global Notes due 2016: 99.323% Global Notes due 2021: 99.255% Global Notes due 2041: 98.586% NET PROCEEDS: Global Notes due 2016: $1,489,845,000 Global Notes due 2021: $1,488,825,000 Global Notes due 2041: $1,971,720,000 UNDERWRITERS’ REIMBURSEMENT OF AT&T INC.’S EXPENSES: Underwriters to reimburse $750,000 of AT&T Inc.’s expenses USE OF PROCEEDS: General corporate purposes, including the repayment of maturing debt INTEREST RATE: Global Notes due 2016: 2.400% per annum Global Notes due 2021: 3.875% per annum Global Notes due 2041: 5.550% per annum INTEREST PAYMENT DATES: Global Notes due 2016: Semiannually on each August 15 and February 15, commencing on February 15, 2012 Global Notes due 2021: Semiannually on each August 15 and February 15, commencing on February 15, 2012 Global Notes due 2041: Semiannually on each August 15 and February 15, commencing on February 15, 2012 DENOMINATIONS: Minimum of $2,000 and integral multiples of $1,000 thereafter OPTIONAL REDEMPTION: At any time 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 Global Notes due 2016, the Global Notes due 2021 or the Global Notes due 2041, as applicable, to be redeemed or (ii) the sum of the present values of the remaining scheduled payments of principal and interest discounted to the redemption date, on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the sum of the Treasury Rate plus 25 basis points for the Global Notes due 2016, at a rate equal to the sum of the Treasury Rate plus 25 basis points for the Global Notes due 2021 and at a rate equal to the sum of the Treasury Rate plus 30 basis points for the Global Notes due 2041. REDEMPTION FOR CHANGES IN TAX LAW: In whole, but not in part, if AT&T becomes obligated, or if there is a substantial probability that AT&T will become obligated, to pay additional amounts to holders of the Notes as a result of certain changes in the tax laws, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed together with interest accrued thereon to the date fixed for redemption. INDENTURE AND RANKING: The Notes will be issued under an indenture, dated as of November 1, 1994, between AT&T Inc. and The Bank of New York Mellon, as trustee. The Notes will be AT&T Inc.’s unsecured and unsubordinated obligations and will rank pari passu with all other indebtedness issued under the indenture. JOINT BOOKRUNNERS: Barclays Capital Inc. X.X. Xxxxxx Securities LLC RBS Securities Inc. UBS Securities LLC CUSIP NUMBERS: Global Notes due 2016: 00000XXX0 Global Notes due 2021: 00000XXX0 Global Notes due 2041: 00000XXX0 ISIN NUMBERS: Global Notes due 2016: US00206RAY80 Global Notes due 2021: US00206RAZ55 Global Notes due 2041: US00206RBA95 ALLOCATION: Underwriters Principal Amount of 2016 Notes Principal Amount of 2021 Notes Principal Amount of 2041 Notes Barclays Capital Inc. U.S.$ 277,500,000 U.S.$ 277,500,000 U.S.$ 370,000,000 X.X. Xxxxxx Securities LLC 277,500,000 277,500,000 370,000,000 RBS Securities Inc. 277,500,000 277,500,000 370,000,000 UBS Securities LLC 277,500,000 277,500,000 370,000,000 Comerica Securities, Inc. 105,000,000 105,000,000 140,000,000 U.S. Bancorp Investments, Inc. 105,000,000 105,000,000 140,000,000 Lebenthal & Co., LLC 60,000,000 60,000,000 80,000,000 Xxxxxx Xxxxxxx & Co., Inc. 60,000,000 60,000,000 80,000,000 CastleOak Securities, L.P. 48,000,000 48,000,000 64,000,000 Xxxxxxxx Xxxxxx Van, LLC 12,000,000 12,000,000 16,000,000 Total U.S.$ 1,500,000,000 U.S.$ 1,500,000,000 U.S.$ 2,000,000,000 Total U.S.$ 5,000,000,000 REFERENCE DOCUMENT: Prospectus Supplement, dated August 15, 2011; Prospectus, dated March 18, 2010. THE ISSUER HAS FILED A Time REGISTRATION STATEMENT (INCLUDING A PROSPECTUS) WITH THE SEC FOR THE OFFERING TO WHICH THIS COMMUNICATION RELATES. BEFORE YOU INVEST, YOU SHOULD READ THE PROSPECTUS IN THAT REGISTRATION STATEMENT AND OTHER DOCUMENTS THE ISSUER HAS FILED WITH THE SEC FOR MORE COMPLETE INFORMATION ABOUT THE ISSUER AND THIS OFFERING. YOU MAY GET THESE DOCUMENTS FOR FREE BY VISITING XXXXX ON THE SEC WEB SITE AT XXX.XXX.XXX. ALTERNATIVELY, THE ISSUER, ANY UNDERWRITER OR ANY DEALER PARTICIPATING IN THE OFFERING WILL ARRANGE TO SEND YOU THE PROSPECTUS IF YOU REQUEST IT BY CALLING BARCLAYS CAPITAL INC. AT 0-000-000-0000 (toll free) OR X.X. XXXXXX SECURITIES LLC AT 0-000-000-0000 (collect). ANY DISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR BELOW ARE NOT APPLICABLE TO THIS COMMUNICATION AND SHOULD BE DISREGARDED. SUCH DISCLAIMERS OR OTHER NOTICES WERE AUTOMATICALLY GENERATED AS A RESULT OF THIS COMMUNICATION BEING SENT VIA BLOOMBERG OR ANOTHER EMAIL SYSTEM. A SECURITIES RATING IS NOT A RECOMMENDATION TO BUY, SELL OR HOLD SECURITIES AND MAY BE REVISED OR WITHDRAWN AT ANY TIME. EXHIBIT A AT&T INC. DELAYED DELIVERY CONTRACT , 201 AT&T Inc. 000 X. Xxxxx Street Dallas, Texas 75202 Ladies and Gentlemen: The undersigned hereby agrees to purchase from AT&T Inc., a Delaware corporation (the “Company”), and the Company hereby agrees to sell to the undersigned, $ principal amount of Sale Informationthe Company’s above-captioned securities (“Securities”), offered by the Company’s prospectus, dated , as supplemented by the prospectus supplement, dated (collectively, the “Prospectus”), receipt of a copy of which is hereby acknowledged, at a purchase price of % of the principal amount thereof plus accrued interest from to the Delivery Date (as defined in the next paragraph) and on the further terms and conditions set forth in this Contract. Payment for and delivery of the Securities to be purchased by the undersigned shall be made on , 201 , herein called the “Delivery Date”. At 10:00 A.M., New York time, on the Delivery Date, the Securities to be purchased by the undersigned hereunder will be delivered by the Company to the undersigned, and the undersigned will accept delivery of such Securities and will make payment to the Company of the purchase price therefore at the office of The Bank of New York. Payment will be by certified or official bank check or wire transfer payable in Federal (same day) funds settled through the New York Clearing House, or such other Clearing House as the Company may designate, to or upon the order of the Company. The Securities will be delivered in such authorized forms and denominations and registered in such names as the undersigned may designate by written or telegraphic communication addressed to the Company not less than two full business days prior to the Delivery Date or, if the undersigned fails to make a timely designation in the foregoing manner, in the form of one definitive fully registered certificate representing the Securities in the above principal amount, registered in the name of the undersigned. This Contract will terminate and be of no further force and effect after , 201 , unless (i) on or before such date it shall have been executed and delivered by both parties hereto and (ii) the Company shall have sold to the Underwriters named in the Prospectus the Immediate Delivery Underwritten Securities (as defined in the Underwriting Agreement referred to in the Prospectus). The Company will mail or deliver to the undersigned at its address set forth below a notice to that effect, stating the date of the occurrence thereof, accompanied by copies of the opinion of counsel for the Company delivered to such Underwriters pursuant to Paragraph 11(d) of the Underwriting Agreement. The obligation of the undersigned to accept delivery of and make payment for the Securities on the Delivery Date will be subject to the condition that the Securities shall not, on the Delivery Date, be an investment prohibited by the laws of the jurisdiction to which the undersigned is subject, the undersigned hereby representing that such an investment is not so prohibited on the date hereof. This Contract will inure to the benefit of and be binding upon the parties hereto and their respective successors but will not be assignable by either party hereto without the written consent of the other. This Contract may be executed by any of the parties hereto in any number of counterparts, each of which shall be deemed to be an original, but all such counterparts shall together constitute one and the same instrument. It is understood that acceptance of any Delayed Delivery Contract (as defined in said Underwriting Agreement) is in the Company’s sole discretion and, without limiting the foregoing, need not be on a first-come, first-served basis. If this Contract is acceptable to the Company, it is requested that the Company sign the form of acceptance below and mail or deliver one of the counterparts hereof to the undersigned at its address set forth below. This will become a binding contract between the Company and the undersigned when such counterpart is so mailed or delivered. Very truly yours, By Title Address Accepted as of , 201 AT&T INC. By Title:

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex SCHEDULE IV Final Term Sheet November 20, 2013 U.S.$2,000,000,000 AT&T Inc. U.S.$1,600,000,000 2.375% GLOBAL NOTES DUE 2018 U.S.$400,000,000 FLOATING RATE NOTES DUE 2018 ISSUER: AT&T Inc. (“AT&T”) TITLE OF SECURITIES: 2.375% Global Notes due 2018 (the “Fixed Rate Notes”) Floating Rate Notes due 2018 (the “Floating Rate Notes” and, together with the Fixed Rate Notes, the “Notes”) TRADE DATE: November 20, 2013 SETTLEMENT DATE (T+5): November 27, 2013 MATURITY DATE: November 27, 2018, at par, for the Fixed Rate Notes November 27, 2018, at par, for the Floating Rate Notes AGGREGATE PRINCIPAL AMOUNT OFFERED: $1,600,000,000 for the Fixed Rate Notes $400,000,000 for the Floating Rate Notes PRICE TO PUBLIC (ISSUE PRICE): 100.000% for the Fixed Rate Notes 100.000% for the Floating Rate Notes GROSS SPREAD: 0.300% for the Fixed Rate Notes 0.300% for the Floating Rate Notes PRICE TO AT&T: 99.700% for the Fixed Rate Notes 99.700% for the Floating Rate Notes NET PROCEEDS: $1,595,200,000 for the Fixed Rate Notes $398,800,000 for the Floating Rate Notes USE OF PROCEEDS: General corporate purposes, including funding the cash consideration for a tender offer of certain debt securities issued by AT&T or its subsidiaries UNDERWRITERS’ REIMBURSEMENT OF AT&T’S EXPENSES: Underwriters to reimburse $625,000 of AT&T’s expenses INTEREST RATE: 2.375% per annum for the Fixed Rate Notes Applicable LIBOR Rate plus 91 basis points for the Floating Rate Notes INTEREST PAYMENT DATES: Semiannually on each May 27 and November 27, commencing on May 27, 2014 for the Fixed Rate Notes Quarterly on each February 27, May 27, August 27 and November 27, commencing February 27, 2014 for the Floating Rate Notes; provided however, that, with respect to the Floating Rate Notes, 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 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 and after such date of maturity DENOMINATIONS: Minimum of $2,000 and integral multiples of $1,000 thereafter OPTIONAL REDEMPTION: At any time 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 Fixed Rate Notes to be redeemed or (ii) the sum of the present values of the remaining scheduled payments of principal and interest discounted to the redemption date, on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the sum of the Treasury Rate plus 15 basis points With respect to the Floating Rate Notes, none REDEMPTION FOR CHANGES IN TAX LAW: In whole, but not in part, if AT&T becomes obligated, or if there is a substantial probability that AT&T will become obligated, to pay additional amounts to holders of the Notes as a result of certain changes in the tax laws, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed together with interest accrued thereon to the date fixed for redemption INDENTURE AND RANKING: The Notes will be issued under an indenture, dated as of May 15, 2013, between AT&T and The Bank of New York Mellon Trust Company, N.A., as trustee. The Notes will be AT&T’s unsecured and unsubordinated obligations and will rank pari passu with all other indebtedness issued under the indenture RATINGS: [Insert Ratings] JOINT BOOKRUNNERS: Citigroup Global Markets Inc. and Mizuho Securities USA Inc. CUSIP NUMBER: 00206R CA8 for the Fixed Rate Notes 00206R CB6 for the Floating Rate Notes ISIN NUMBER: US00206RCA86 for the Fixed Rate Notes US00206RCB69 for the Floating Rate Notes REFERENCE DOCUMENT: Prospectus Supplement, dated November 20, 2013; Prospectus, dated March 18, 2013 THE ISSUER HAS FILED A Time REGISTRATION STATEMENT (INCLUDING A PROSPECTUS) WITH THE SEC FOR THE OFFERING TO WHICH THIS COMMUNICATION RELATES. BEFORE YOU INVEST, YOU SHOULD READ THE PROSPECTUS IN THAT REGISTRATION STATEMENT AND OTHER DOCUMENTS THE ISSUER HAS FILED WITH THE SEC FOR MORE COMPLETE INFORMATION ABOUT THE ISSUER AND THIS OFFERING. YOU MAY GET THESE DOCUMENTS FOR FREE BY VISITING XXXXX ON THE SEC WEB SITE AT XXX.XXX.XXX. ALTERNATIVELY, THE ISSUER, ANY UNDERWRITER OR ANY DEALER PARTICIPATING IN THE OFFERING WILL ARRANGE TO SEND YOU THE PROSPECTUS IF YOU REQUEST IT BY CALLING CITIGROUP GLOBAL MARKETS INC. AT 1-800-831-9146 (TOLL FREE) OR MIZUHO SECURITIES USA INC. AT 1-866-271-7403 (TOLL FREE). ANY DISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR BELOW ARE NOT APPLICABLE TO THIS COMMUNICATION AND SHOULD BE DISREGARDED. SUCH DISCLAIMERS OR OTHER NOTICES WERE AUTOMATICALLY GENERATED AS A RESULT OF THIS COMMUNICATION BEING SENT VIA BLOOMBERG OR ANOTHER EMAIL SYSTEM. A SECURITIES RATING IS NOT A RECOMMENDATION TO BUY, SELL OR HOLD SECURITIES AND MAY BE REVISED OR WITHDRAWN AT ANY TIME. EXHIBIT A AT&T INC. DELAYED DELIVERY CONTRACT , 201 AT&T Inc. 000 X. Xxxxx Street Dallas, Texas 75202 Ladies and Gentlemen: The undersigned hereby agrees to purchase from AT&T Inc., a Delaware corporation (the “Company”), and the Company hereby agrees to sell to the undersigned, $ principal amount of Sale Informationthe Company’s above-captioned securities (“Securities”), offered by the Company’s prospectus, dated , as supplemented by the prospectus supplement, dated (collectively, the “Prospectus”), receipt of a copy of which is hereby acknowledged, at a purchase price of % of the principal amount thereof plus accrued interest from to the Delivery Date (as defined in the next paragraph) and on the further terms and conditions set forth in this Contract. Payment for and delivery of the Securities to be purchased by the undersigned shall be made on , 201 , herein called the “Delivery Date”. At 10:00 A.M., New York time, on the Delivery Date, the Securities to be purchased by the undersigned hereunder will be delivered by the Company to the undersigned, and the undersigned will accept delivery of such Securities and will make payment to the Company of the purchase price therefore at the office of The Bank of New York. Payment will be by certified or official bank check or wire transfer payable in Federal (same day) funds settled through the New York Clearing House, or such other Clearing House as the Company may designate, to or upon the order of the Company. The Securities will be delivered in such authorized forms and denominations and registered in such names as the undersigned may designate by written or telegraphic communication addressed to the Company not less than two full business days prior to the Delivery Date or, if the undersigned fails to make a timely designation in the foregoing manner, in the form of one definitive fully registered certificate representing the Securities in the above principal amount, registered in the name of the undersigned. This Contract will terminate and be of no further force and effect after , 201 , unless (i) on or before such date it shall have been executed and delivered by both parties hereto and (ii) the Company shall have sold to the Underwriters named in the Prospectus the Immediate Delivery Underwritten Securities (as defined in the Underwriting Agreement referred to in the Prospectus). The Company will mail or deliver to the undersigned at its address set forth below a notice to that effect, stating the date of the occurrence thereof, accompanied by copies of the opinion of counsel for the Company delivered to such Underwriters pursuant to Paragraph 11(d) of the Underwriting Agreement. The obligation of the undersigned to accept delivery of and make payment for the Securities on the Delivery Date will be subject to the condition that the Securities shall not, on the Delivery Date, be an investment prohibited by the laws of the jurisdiction to which the undersigned is subject, the undersigned hereby representing that such an investment is not so prohibited on the date hereof. This Contract will inure to the benefit of and be binding upon the parties hereto and their respective successors but will not be assignable by either party hereto without the written consent of the other. This Contract may be executed by any of the parties hereto in any number of counterparts, each of which shall be deemed to be an original, but all such counterparts shall together constitute one and the same instrument. It is understood that acceptance of any Delayed Delivery Contract (as defined in said Underwriting Agreement) is in the Company’s sole discretion and, without limiting the foregoing, need not be on a first-come, first-served basis. If this Contract is acceptable to the Company, it is requested that the Company sign the form of acceptance below and mail or deliver one of the counterparts hereof to the undersigned at its address set forth below. This will become a binding contract between the Company and the undersigned when such counterpart is so mailed or delivered. Very truly yours, By Title Address Accepted as of , 201 AT&T INC. By Title:

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A Time SCHEDULE IV Final Term Sheet March 5, 2014 U.S.$ 2,500,000,000 AT&T Inc. U.S.$1,100,000,000 2.300% GLOBAL NOTES DUE 2019 U.S.$1,000,000,000 3.900% GLOBAL NOTES DUE 2024 U.S.$400,000,000 FLOATING RATE GLOBAL NOTES DUE 2019 ISSUER: AT&T Inc. (“AT&T”) TITLE OF SECURITIES: 2.300% Global Notes due 2019 (the “2019 Notes”) 3.900% Global Notes due 2024 (the “2024 Notes” and, together with the 2019 Notes, the “Fixed Rate Notes”) Floating Rate Global Notes due 2019 (the “Floating Rate Notes” and, together with the Fixed Rate Notes, the “Notes”) TRADE DATE: Xxxxx 0, 0000 XXXXXXXXXX DATE (T+3): Xxxxx 00, 0000 XXXXXXXX DATE: March 11, 2019, at par, for the 2019 Notes March 11, 2024, at par, for the 2024 Notes March 11, 2019, at par, for the Floating Rate Notes AGGREGATE PRINCIPAL AMOUNT OFFERED: $1,100,000,000 for the 2019 Notes $1,000,000,000 for the 2024 Notes $400,000,000 for the Floating Rate Notes PRICE TO PUBLIC (ISSUE PRICE): 99.995% for the 2019 Notes 99.696% for the 2024 Notes 100.000% for the Floating Rate Notes GROSS SPREAD: 0.300% for the 2019 Notes 0.400% for the 2024 Notes 0.300% for the Floating Rate Notes PRICE TO AT&T: 99.695% for the 2019 Notes 99.296% for the 2024 Notes 99.700% for the Floating Rate Notes NET PROCEEDS: $1,096,645,000 for the 2019 Notes $992,960,000 for the 2024 Notes $398,800,000 for the Floating Rate Notes USE OF PROCEEDS: General corporate purposes, including pending spectrum and wireless acquisitions UNDERWRITERS’ REIMBURSEMENT OF AT&T’S EXPENSES: Underwriters to reimburse $950,000 of Sale InformationAT&T’s expenses INTEREST RATE: 2.300% per annum for the 2019 Notes 3.900% per annum for the 2024 Notes Applicable LIBOR Rate plus 67 basis points for the Floating Rate Notes INTEREST PAYMENT DATES: Semiannually on each March 11 and September 11, commencing on September 11, 2014 for the 2019 Notes Semiannually on each March 11 and September 11, commencing on September 11, 2014 for the 2024 Notes Quarterly on each March 11, June 11, September 11 and December 11, commencing June 11, 2014 for the Floating Rate Notes; provided however, that, with respect to the Floating Rate Notes, 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 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 and after such date of maturity DENOMINATIONS: Minimum of $2,000 and integral multiples of $1,000 thereafter

Singapore. This prospectus supplement and the accompanying prospectus have The Prospectus Supplement has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this prospectus supplement and the accompanying prospectus Prospectus Supplement and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes may not be circulated or distributed, nor may the notes 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 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. Where the notes are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures and units of notes 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 notes under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A In accordance with the requirements of the USA Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their respective clients, including the Company, which information may include the name and address of their respective clients, as well as other information that will allow the Underwriters to properly identify their respective clients. For purposes of the Offered Securities, The Time of Sale shall be 3:30 p.m., London time, on the date of this Underwriting Agreement and the following shall constitute the Time of Sale Information: • Preliminary Prospectus Supplement dated May 11, 2016, including the Basic Prospectus • Term Sheet, as filed pursuant to Rule 433, substantially in the form of Schedule I This contract shall be governed by and construed in accordance with the laws of the State of New York. Yours very truly, DEUTSCHE BANK AG, LONDON BRANCH, By /s/ Xxxx X. XxXxxx Name: Xxxx X. XxXxxx Title: Managing Director By /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Managing Director Debt Capital Markets Coverage - Corporates XXXXXXX XXXXX INTERNATIONAL, By /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Director CITIGROUP GLOBAL MARKETS LIMITED, By /s/ Xxx Xxxx Name: Xxx Xxxx Title: Delegated Signatory XXXXXXX, SACHS & CO., By /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Vice President X.X. XXXXXX SECURITIES PLC, By /s/ Selma Adnikany Name: Selma Adnikany Title: Executive Director BNP PARIBAS, By /s/ Xxxxxxxx Xxxxxx Name: Xxxxxxxx Xxxxxx Title: Authorised Signatory By /s/ Xxxx Xxxxx-Xxxxxx Name: Xxxx Xxxxx-Xxxxxx Title: Duly Authorised Signatory HSBC BANK PLC, By /s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Director [Signature Page to Underwriting Agreement] THE ROYAL BANK OF SCOTLAND PLC, By /s/ X. Xxxxxxxx Name: X. Xxxxxxxx Title: Authorised Signatory [Signature Page to Underwriting Agreement] BANCO SANTANDER, S.A., By /s/ I. Bas Name: I. Bas Title: Vice President By /s/ X. Xxxxxxxxx Name: X. Xxxxxxxxx Title: Director [Signature Page to Underwriting Agreement] ING BANK N.V., BELGIAN BRANCH, By /s/ Xxxxxxxx Xxxxxxxxx Name: Xxxxxxxx Xxxxxxxxx Title: Managing Director DCM International By /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Managing Director Head High Grade Syndicate [Signature Page to Underwriting Agreement] MITSUBISHI UFJ SECURITIES INTERNATIONAL PLC, By /s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Authorised Signatory RBC EUROPE LIMITED, By /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Duly Authorised Signatory [Signature Page to Underwriting Agreement] UBS LIMITED, By /s/ Xxxxxxxx Xxxxx Name: Xxxxxxxx Xxxxx Title: Executive Director By /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Director UNICREDIT BANK AG, By /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Director By /s/ Xxxxxx Xxxxxxx Name: Xxxxxx Xxxxxxx Title: Director [Signature Page to Underwriting Agreement] THE XXXXXXXX CAPITAL GROUP, L.P., By /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: Principal Accepted: XXXXXXX & XXXXXXX By /s/ Xxxxxxxx Xxxx Name: Xxxxxxxx Xxxx Title: Treasurer Schedule I (to Underwriting Agreement) Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration Statement No. 333-194146 May 11, 2016 Pricing Term Sheet Xxxxxxx & Xxxxxxx 0.250% Notes due 2022 0.650% Notes due 2024

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A Time Filed Pursuant to Rule 433 Registration No. 333-143180 Final Term Sheet December 3, 2007 SCHEDULE IV $3,000,000,000 AT&T Inc. 4.950% GLOBAL NOTES DUE 2013 6.300% GLOBAL NOTES DUE 2038 ISSUER: AT&T Inc. TITLE OF SECURITIES: 4.950% Global Notes due 2013 and 6.300% Global Notes due 2038 (collectively, the “Notes”) TRADE DATE: December 3, 2007 SETTLEMENT DATE (T+3): December 6, 2007 MATURITY DATE: January 15, 2013, at par, for 4.950% Global Notes due 2013 January 15, 2038, at par, for 6.300% Global Notes due 2038 AGGREGATE PRINCIPAL AMOUNT OFFERED: Global Notes due 2013: $1,000,000,000 Global Notes due 2038: $2,000,000,000 PRICE TO PUBLIC (ISSUE PRICE): Global Notes due 2013: 99.916% Global Notes due 2038: 99.559% GROSS SPREAD: Global Notes due 2013: 0.350% Global Notes due 2038: 0.875% PRICE TO AT&T INC.: Global Notes due 2013: 99.566% Global Notes due 2038: 98.684% NET PROCEEDS: Global Notes due 2013: $995,660,000 Global Notes due 2038: $1,973,680,000 UNDERWRITERS’ REIMBURSEMENT OF AT&T INC.’S EXPENSES: Underwriters to reimburse $500,000 of Sale InformationAT&T Inc.’s expenses INTEREST RATE: Global Notes due 2013: 4.950% per annum Global Notes due 2038: 6.300% per annum INTEREST PAYMENT DATES: Semi-annually on each January 15 and July 15, commencing on July 15, 2008 DENOMINATIONS: Minimum of $2,000 and integral multiples of $1,000 thereafter OPTIONAL REDEMPTION: At any time, in whole or in part, at a make-whole call equal to the greater of (i) 100% of the principal amount of the Global Notes due 2013 or the Global Notes due 2038, as applicable, to be redeemed or (ii) the sum of the present values of the remaining scheduled payments of principal and interest discounted to the redemption date, on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the sum of the Treasury Rate plus 25 basis points for Global Notes due 2013 and at a rate equal to the sum of the Treasury Rate plus 30 basis points for Global Notes due 2038.

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex SCHEDULE IV Final Term Sheet March 26, 2014 U.S.$500,000,000 AT&T Inc. U.S.$500,000,000 FLOATING RATE GLOBAL NOTES DUE 2017 ISSUER: AT&T Inc. (“AT&T”) TITLE OF SECURITIES: Floating Rate Global Notes due 2017 (the “Notes”) TRADE DATE: Xxxxx 00, 0000 XXXXXXXXXX DATE (T+3): Xxxxx 00, 0000 XXXXXXXX DATE: March 30, 2017, at par AGGREGATE PRINCIPAL AMOUNT OFFERED: $500,000,000 PRICE TO PUBLIC (ISSUE PRICE): 100.000% GROSS SPREAD: 0.200% PRICE TO AT&T: 99.800% NET PROCEEDS: $499,000,000 USE OF PROCEEDS: General corporate purposes, including repayment of Cricket Communications, Inc. 7.75% Senior Notes due 2020 UNDERWRITERS’ REIMBURSEMENT OF AT&T’S EXPENSES: Underwriters to reimburse $400,000 of AT&T’s expenses INTEREST RATE: Applicable LIBOR Rate plus 42 basis points INTEREST PAYMENT DATES: Quarterly on each March 30, June 30, September 30 and December 30, commencing June 30, 2014; 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 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 and after such date of maturity DENOMINATIONS: Minimum of $2,000 and integral multiples of $1,000 thereafter OPTIONAL REDEMPTION: None REDEMPTION FOR CHANGES IN TAX LAW: In whole, but not in part, if AT&T becomes obligated, or if there is a substantial probability that AT&T will become obligated, to pay additional amounts to holders of the Notes as a result of certain changes in the tax laws, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed together with interest accrued thereon to the date fixed for redemption INDENTURE AND RANKING: The Notes will be issued under an indenture, dated as of May 15, 2013, between AT&T and The Bank of New York Mellon Trust Company, N.A., as trustee. The Notes will be AT&T’s unsecured and unsubordinated obligations and will rank pari passu with all other indebtedness issued under the indenture RATINGS:* Xxxxx’x: A3 (Stable), S&P: A- (Stable), Fitch: A Time (Negative) SOLE BOOKRUNNER: X.X. Xxxxxx Securities LLC CUSIP NUMBER: 00000XXX0 ISIN NUMBER: US00206RCF73 REFERENCE DOCUMENT: Prospectus Supplement, dated March 26, 2014; Prospectus, dated March 18, 2013 * Note: A securities rating is not a recommendation to buy, sell or hold securities. Ratings may be subject to revision or withdrawal at any time, and each rating should be evaluated independently of Sale Informationany other rating. THE ISSUER HAS FILED A REGISTRATION STATEMENT (INCLUDING A PROSPECTUS) WITH THE SEC FOR THE OFFERING TO WHICH THIS COMMUNICATION RELATES. BEFORE YOU INVEST, YOU SHOULD READ THE PROSPECTUS IN THAT REGISTRATION STATEMENT AND OTHER DOCUMENTS THE ISSUER HAS FILED WITH THE SEC FOR MORE COMPLETE INFORMATION ABOUT THE ISSUER AND THIS OFFERING. YOU MAY GET THESE DOCUMENTS FOR FREE BY VISITING XXXXX ON THE SEC WEB SITE AT XXX.XXX.XXX. ALTERNATIVELY, THE ISSUER, ANY UNDERWRITER OR ANY DEALER PARTICIPATING IN THE OFFERING WILL ARRANGE TO SEND YOU THE PROSPECTUS IF YOU REQUEST IT BY CALLING X.X. XXXXXX SECURITIES LLC AT (000) 000-0000 (COLLECT). ANY DISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR BELOW ARE NOT APPLICABLE TO THIS COMMUNICATION AND SHOULD BE DISREGARDED. SUCH DISCLAIMERS OR OTHER NOTICES WERE AUTOMATICALLY GENERATED AS A RESULT OF THIS COMMUNICATION BEING SENT VIA BLOOMBERG OR ANOTHER EMAIL SYSTEM. A SECURITIES RATING IS NOT A RECOMMENDATION TO BUY, SELL OR HOLD SECURITIES AND MAY BE REVISED OR WITHDRAWN AT ANY TIME. EXHIBIT A AT&T INC. DELAYED DELIVERY CONTRACT , 201 AT&T Inc. 000 X. Xxxxx Street Dallas, Texas 75202 Ladies and Gentlemen: The undersigned hereby agrees to purchase from AT&T Inc., a Delaware corporation (the “Company”), and the Company hereby agrees to sell to the undersigned, $ principal amount of the Company’s above-captioned securities (“Securities”), offered by the Company’s prospectus, dated , as supplemented by the prospectus supplement, dated (collectively, the “Prospectus”), receipt of a copy of which is hereby acknowledged, at a purchase price of % of the principal amount thereof plus accrued interest from to the Delivery Date (as defined in the next paragraph) and on the further terms and conditions set forth in this Contract. Payment for and delivery of the Securities to be purchased by the undersigned shall be made on , 201 , herein called the “Delivery Date”. At 10:00 A.M., New York time, on the Delivery Date, the Securities to be purchased by the undersigned hereunder will be delivered by the Company to the undersigned, and the undersigned will accept delivery of such Securities and will make payment to the Company of the purchase price therefore at the office of The Bank of New York. Payment will be by certified or official bank check or wire transfer payable in Federal (same day) funds settled through the New York Clearing House, or such other Clearing House as the Company may designate, to or upon the order of the Company. The Securities will be delivered in such authorized forms and denominations and registered in such names as the undersigned may designate by written or telegraphic communication addressed to the Company not less than two full business days prior to the Delivery Date or, if the undersigned fails to make a timely designation in the foregoing manner, in the form of one definitive fully registered certificate representing the Securities in the above principal amount, registered in the name of the undersigned. This Contract will terminate and be of no further force and effect after , 201 , unless (i) on or before such date it shall have been executed and delivered by both parties hereto and (ii) the Company shall have sold to the Underwriters named in the Prospectus the Immediate Delivery Underwritten Securities (as defined in the Underwriting Agreement referred to in the Prospectus). The Company will mail or deliver to the undersigned at its address set forth below a notice to that effect, stating the date of the occurrence thereof, accompanied by copies of the opinion of counsel for the Company delivered to such Underwriters pursuant to Paragraph 11(d) of the Underwriting Agreement. The obligation of the undersigned to accept delivery of and make payment for the Securities on the Delivery Date will be subject to the condition that the Securities shall not, on the Delivery Date, be an investment prohibited by the laws of the jurisdiction to which the undersigned is subject, the undersigned hereby representing that such an investment is not so prohibited on the date hereof. This Contract will inure to the benefit of and be binding upon the parties hereto and their respective successors but will not be assignable by either party hereto without the written consent of the other. This Contract may be executed by any of the parties hereto in any number of counterparts, each of which shall be deemed to be an original, but all such counterparts shall together constitute one and the same instrument. It is understood that acceptance of any Delayed Delivery Contract (as defined in said Underwriting Agreement) is in the Company’s sole discretion and, without limiting the foregoing, need not be on a first-come, first-served basis. If this Contract is acceptable to the Company, it is requested that the Company sign the form of acceptance below and mail or deliver one of the counterparts hereof to the undersigned at its address set forth below. This will become a binding contract between the Company and the undersigned when such counterpart is so mailed or delivered. Very truly yours, By Title Address Accepted as of , 201 AT&T INC. By Title:

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes securities may not be circulated or distributed, nor may the notes 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 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. Where the notes securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures and units of notes 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 notes securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A Time Xxxxx X-0 [Form of Sale InformationOpinion of Counsel for the Company]

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A Time Filed Pursuant to Rule 433 Regsitration No. 133-143180 Final Term Sheet January 29, 2008 FINAL TERM SHEET JANUARY 29, 2008 $4,000,000,000 AT&T Inc. 4.95% GLOBAL NOTES DUE 2013 5.50% GLOBAL NOTES DUE 2018 6.30% GLOBAL NOTES DUE 2038 ISSUER: AT&T Inc. TITLE OF SECURITIES: 4.95% Global Notes due 2013, 5.50% Global Notes due 2018, and 6.30% Global Notes due 2038 (collectively, the “Notes”) TRADE DATE: January 29, 2008 SETTLEMENT DATE (T+3): February 1, 2008 MATURITY DATE: January 15, 2013, at par, for 4.95% Global Notes due 2013 February 1, 2018, at par, for 5.50% Global Notes due 2018 January 15, 2038, at par, for 6.30% Global Notes due 2038 AGGREGATE PRINCIPAL AMOUNT OFFERED: Global Notes due 2013: $750,000,000 Global Notes due 2018: $2,500,000,000 Global Notes due 2038: $750,000,000 PRICE TO PUBLIC (ISSUE PRICE): Global Notes due 2013: 101.975% Global Notes due 2018: 99.780% Global Notes due 2038: 97.713% GROSS SPREAD: Global Notes due 2013: 0.35% Global Notes due 2018: 0.45% Global Notes due 2038: 0.875% PRICE TO AT&T INC.: Global Notes due 2013: 101.625% Global Notes due 2018: 99.330% Global Notes due 2038: 96.838% NET PROCEEDS: Global Notes due 2013: $762,187,500 Global Notes due 2018: $2,483,250,000 Global Notes due 2038: $726,285,000 UNDERWRITERS’ REIMBURSEMENT OF AT&T INC.’S EXPENSES: Underwriters to reimburse $900,000 of Sale InformationAT&T Inc.’s expenses INTEREST RATE: Global Notes due 2013: 4.95% per annum Global Notes due 2018: 5.50% per annum Global Notes due 2038: 6.30% per annum INTEREST PAYMENT DATES: Global Notes due 2013: January 15 and July 15 Global Notes due 2018: February 1 and August 1 Global Notes due 2038: January 15 and July 15 DENOMINATIONS: Minimum of $2,000 and integral multiples of $1,000 thereafter OPTIONAL REDEMPTION: At any time 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 Global Notes due 2013, the Global Notes due 2018, or the Global Notes due 2038, as applicable, to be redeemed or (ii) the sum of the present values of the remaining scheduled payments of principal and interest discounted to the redemption date, on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the sum of the Treasury Rate plus 25 basis points for Global Notes due 2013, at a rate equal to the sum of the Treasury Rate plus 25 basis points for Global Notes due 2018 and at a rate equal to the sum of the Treasury Rate plus 30 basis points for Global Notes due 2038.

Singapore. This prospectus supplement and the accompanying prospectus have not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this prospectus supplement and supplement, the accompanying prospectus, any free writing prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Senior Notes may not be circulated or distributed, nor may the notes Senior Notes 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 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. Where the notes Senior Notes are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures and units of notes 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 notes Senior Notes under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A Time of Sale Information.

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A Time SCHEDULE IV Final Term Sheet February 28, 2013 AT&T Inc. U.S.$500,000,000 1.400% GLOBAL NOTES DUE 2017 ISSUER: AT&T Inc. TITLE OF SECURITIES: 1.400% Global Notes due 2017 (the “Notes”) TRADE DATE: February 28, 2013 SETTLEMENT DATE (T+3): Xxxxx 0, 0000 XXXXXXXX DATE: December 1, 2017, at par, for the Global Notes due 0000 XXXXXXXXX PRINCIPAL AMOUNT OFFERED: $500,000,000 PRICE TO PUBLIC (ISSUE PRICE): 99.684%, plus accrued interest from December 11, 2012. GROSS SPREAD: 0.200% PRICE TO AT&T INC.: 99.484% NET PROCEEDS: $499,053,333.33 (includes accrued interest of Sale Information$1,633,333.33) USE OF PROCEEDS: General corporate purposes UNDERWRITER’S REIMBURSEMENT OF AT&T INC.’S EXPENSES: Underwriter to reimburse $250,000 of AT&T Inc.’s expenses INTEREST RATE: 1.400% per annum INTEREST PAYMENT DATES: Semiannually on each June 1 and December 1, commencing on June 1, 2013 ACCRUED INTEREST: The Notes will be part of the same series of notes as the $1,500,000,000 aggregate principal amount 1.400% Global Notes due 2017 issued and sold by AT&T Inc. on December 11, 2012. DENOMINATIONS: Minimum of $2,000 and integral multiples of $1,000 thereafter OPTIONAL REDEMPTION: At any time 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 Global Notes due 2017 to be redeemed or (ii) the sum of the present values of the remaining scheduled payments of principal and interest discounted to the redemption date, on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the sum of the Treasury Rate plus 15 basis points REDEMPTION FOR CHANGES IN TAX LAW: In whole, but not in part, if AT&T Inc. becomes obligated, or if there is a substantial probability that AT&T Inc. will become obligated, to pay additional amounts to holders of the Notes as a result of certain changes in the tax laws, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed together with interest accrued thereon to the date fixed for redemption

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A Time Republic of Sale InformationChina Each Purchaser has represented and agreed that the Purchased Securities have not been, and shall not be, offered, sold or re-sold, directly or indirectly, in the Republic of China (“ROC”), to investors other than “professional institutional investors” as defined under Paragraph 2, Article 19-7 of the Regulations Governing Securities Firms of the ROC, which currently include: overseas or domestic banks, insurance companies, bills finance companies, securities firms, fund management companies, government investment institutions, government funds, pension funds, mutual funds, unit trusts, securities investment trust enterprises, securities investment consulting enterprises, trust enterprises, futures commission merchants, futures service enterprises, and other institutions approved by the Financial Supervisory Commission of the ROC. SCHEDULE IV Final Term Sheet October 27, 2014 U.S.$1,295,000,000 AT&T Inc.

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex SCHEDULE IV Final Term Sheet February 7, 2013 U.S.$ 2,250,000,000 AT&T Inc. U.S$1,000,000,000 0.900% GLOBAL NOTES DUE 2016 U.S$1,250,000,000 FLOATING RATE NOTES DUE 2016 ISSUER: AT&T Inc. TITLE OF SECURITIES: 0.900% Global Notes due 2016 (the “Fixed Rate Notes”) Floating Rate Notes due 2016 (the “Floating Rate Notes”) TRADE DATE: February 7, 2013 SETTLEMENT DATE (T+3): February 12, 2013 MATURITY DATE: February 12, 2016, at par, for the Fixed Rate Notes February 12, 2016, at par, for the Floating Rate Notes AGGREGATE PRINCIPAL AMOUNT OFFERED: U.S.$1,000,000,000 for the Fixed Rate Notes U.S.$1,250,000,000 for the Floating Rate Notes PRICE TO PUBLIC (ISSUE PRICE): 99.935% for the Fixed Rate Notes 100.000% for the Floating Rate Notes GROSS SPREAD: 0.200% for the Fixed Rate Notes 0.200% for the Floating Rate Notes PRICE TO AT&T INC.: 99.735% for the Fixed Rate Notes 99.800% for the Floating Rate Notes NET PROCEEDS: U.S.$997,350,000 for the Fixed Rate Notes U.S.$1,247,500,000 for the Floating Rate Notes UNDERWRITERS’ REIMBURSEMENT OF AT&T INC.’S EXPENSES: Underwriters to reimburse $625,000 of AT&T Inc.’s expenses. USE OF PROCEEDS: General corporate purposes INTEREST RATE: 0.900% per annum for the Fixed Rate Notes Applicable LIBOR Rate plus 38.5 basis points for the Floating Rate Notes INTEREST PAYMENT DATES: Semiannually on each February 12 and August 12, commencing on August 12, 2013 for the Fixed Rate Notes Quarterly on each February 12, May 12, August 12 and November 12, commencing May 12, 2013 for the Floating Rate Notes; provided however, that, with respect to the Floating Rate Notes, 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 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 and after such date of maturity. DENOMINATIONS: Minimum of $2,000 and integral multiples of $1,000 thereafter OPTIONAL REDEMPTION: With respect to the Fixed Rate Notes, at any time in whole or from time to time in part, at a make-whole call equal to the greater of (i) 100% of the principal amount of the Fixed Rate Notes to be redeemed or (ii) the sum of the present values of the remaining scheduled payments of principal and interest discounted to the redemption date, on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the sum of the Treasury Rate plus 10 basis points for the Fixed Rate Notes. With respect to the Floating Rate Notes, there shall be no such provision for the Floating Rate Notes. REDEMPTION FOR CHANGES IN TAX LAW: In whole, but not in part, if AT&T Inc. becomes obligated, or if there is a substantial probability that AT&T Inc. will become obligated, to pay additional amounts to holders of the Notes of such series as a result of certain changes in the tax laws, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed together with interest accrued thereon to the date fixed for redemption INDENTURE AND RANKING: The Notes will be issued under an indenture, dated as of November 1, 1994, between AT&T Inc. and The Bank of New York Mellon, as trustee. The Notes will be AT&T Inc.‘s unsecured and unsubordinated obligations and will rank pari passu with all other indebtedness issued under the indenture RATINGS: [Insert Ratings] JOINT BOOKRUNNERS: BNP Paribas Securities Corp., Credit Suisse Securities (USA) LLC and UBS Securities LLC CUSIP NUMBERS: 00000XXX0 for the Fixed Rate Notes 00000XXX0 for the Floating Rate Notes ISIN NUMBERS: US00206RBR21 for the Fixed Rate Notes US00206RBS04 for the Floating Rate Notes ALLOCATION: Underwriters Principal Amount of Fixed Rate Notes Principal Amount of Floating Rate Notes BNP Paribas Securities Corp. U.S.$ 300,000,000 U.S.$ 375,000,000 Credit Suisse Securities (USA) LLC 300,000,000 375,000,000 UBS Securities LLC 300,000,000 375,000,000 Loop Capital Markets LLC 50,000,000 62,500,000 Xxxxxxxx Xxxxxx Van, LLC 25,000,000 31,250,000 Lebenthal & Co., LLC 25,000,000 31,250,000 Total U.S.$ 1,000,000,000 U.S.$ 1,250,000,000 Total U.S.$ 2,250,000,000 REFERENCE DOCUMENT: Prospectus Supplement, dated February 7, 2013; Prospectus, dated March 18, 2010 THE ISSUER HAS FILED A Time REGISTRATION STATEMENT (INCLUDING A PROSPECTUS) WITH THE SEC FOR THE OFFERING TO WHICH THIS COMMUNICATION RELATES. BEFORE YOU INVEST, YOU SHOULD READ THE PROSPECTUS IN THAT REGISTRATION STATEMENT AND OTHER DOCUMENTS THE ISSUER HAS FILED WITH THE SEC FOR MORE COMPLETE INFORMATION ABOUT THE ISSUER AND THIS OFFERING. YOU MAY GET THESE DOCUMENTS FOR FREE BY VISITING XXXXX ON THE SEC WEB SITE AT XXX.XXX.XXX. ALTERNATIVELY, THE ISSUER, ANY UNDERWRITER OR ANY DEALER PARTICIPATING IN THE OFFERING WILL ARRANGE TO SEND YOU THE PROSPECTUS IF YOU REQUEST IT BY CALLING BNP PARIBAS SECURITIES CORP. AT 0-000-000-0000 OR CREDIT SUISSE SECURITIES (USA) LLC AT 1-800-221-1037 OR UBS SECURITIES LLC AT 0-000-000-0000, ext. 561 3884. ANY DISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR BELOW ARE NOT APPLICABLE TO THIS COMMUNICATION AND SHOULD BE DISREGARDED. SUCH DISCLAIMERS OR OTHER NOTICES WERE AUTOMATICALLY GENERATED AS A RESULT OF THIS COMMUNICATION BEING SENT VIA BLOOMBERG OR ANOTHER EMAIL SYSTEM. A SECURITIES RATING IS NOT A RECOMMENDATION TO BUY, SELL OR HOLD SECURITIES AND MAY BE REVISED OR WITHDRAWN AT ANY TIME. EXHIBIT A AT&T INC. DELAYED DELIVERY CONTRACT , 201 AT&T Inc. 000 X. Xxxxx Street Dallas, Texas 75202 Ladies and Gentlemen: The undersigned hereby agrees to purchase from AT&T Inc., a Delaware corporation (the “Company”), and the Company hereby agrees to sell to the undersigned, $ principal amount of Sale Informationthe Company’s above-captioned securities (“Securities”), offered by the Company’s prospectus, dated , as supplemented by the prospectus supplement, dated (collectively, the “Prospectus”), receipt of a copy of which is hereby acknowledged, at a purchase price of % of the principal amount thereof plus accrued interest from to the Delivery Date (as defined in the next paragraph) and on the further terms and conditions set forth in this Contract. Payment for and delivery of the Securities to be purchased by the undersigned shall be made on , 201 , herein called the “Delivery Date”. At 10:00 A.M., New York time, on the Delivery Date, the Securities to be purchased by the undersigned hereunder will be delivered by the Company to the undersigned, and the undersigned will accept delivery of such Securities and will make payment to the Company of the purchase price therefore at the office of The Bank of New York. Payment will be by certified or official bank check or wire transfer payable in Federal (same day) funds settled through the New York Clearing House, or such other Clearing House as the Company may designate, to or upon the order of the Company. The Securities will be delivered in such authorized forms and denominations and registered in such names as the undersigned may designate by written or telegraphic communication addressed to the Company not less than two full business days prior to the Delivery Date or, if the undersigned fails to make a timely designation in the foregoing manner, in the form of one definitive fully registered certificate representing the Securities in the above principal amount, registered in the name of the undersigned. This Contract will terminate and be of no further force and effect after , 201 , unless (i) on or before such date it shall have been executed and delivered by both parties hereto and (ii) the Company shall have sold to the Underwriters named in the Prospectus the Immediate Delivery Underwritten Securities (as defined in the Underwriting Agreement referred to in the Prospectus). The Company will mail or deliver to the undersigned at its address set forth below a notice to that effect, stating the date of the occurrence thereof, accompanied by copies of the opinion of counsel for the Company delivered to such Underwriters pursuant to Paragraph 11(d) of the Underwriting Agreement. The obligation of the undersigned to accept delivery of and make payment for the Securities on the Delivery Date will be subject to the condition that the Securities shall not, on the Delivery Date, be an investment prohibited by the laws of the jurisdiction to which the undersigned is subject, the undersigned hereby representing that such an investment is not so prohibited on the date hereof. This Contract will inure to the benefit of and be binding upon the parties hereto and their respective successors but will not be assignable by either party hereto without the written consent of the other. This Contract may be executed by any of the parties hereto in any number of counterparts, each of which shall be deemed to be an original, but all such counterparts shall together constitute one and the same instrument. It is understood that acceptance of any Delayed Delivery Contract (as defined in said Underwriting Agreement) is in the Company’s sole discretion and, without limiting the foregoing, need not be on a first-come, first-served basis. If this Contract is acceptable to the Company, it is requested that the Company sign the form of acceptance below and mail or deliver one of the counterparts hereof to the undersigned at its address set forth below. This will become a binding contract between the Company and the undersigned when such counterpart is so mailed or delivered. Very truly yours, By Title Address Accepted as of , 201 AT&T INC. By Title:

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A Time of Sale InformationSCHEDULE IV Final Term Sheet November 28, 2012 €1,000,000,000 AT&T Inc.

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex SCHEDULE IV Final Term Sheet December 6, 2012 U.S.$4,000,000,000 AT&T Inc. U.S.$1,000,000,000 0.800% GLOBAL NOTES DUE 2015 U.S.$1,500,000,000 1.400% GLOBAL NOTES DUE 2017 U.S.$1,500,000,000 2.625% GLOBAL NOTES DUE 2022 ISSUER: AT&T Inc. TITLE OF SECURITIES: 0.800% Global Notes due 2015 (the “Global Notes due 2015”), 1.400% Global Notes due 2017 (the “Global Notes due 2017”) and 2.625% Global Notes due 2022 (the “Global Notes due 2022” and, together with the Global Notes due 2015 and the Global Notes due 2017, the “Notes”) TRADE DATE: December 6, 2012 SETTLEMENT DATE (T+3): December 11, 2012 MATURITY DATE: December 1, 2015, at par, for the Global Notes due 2015 December 1, 2017, at par, for the Global Notes due 2017 December 1, 2022, at par, for the Global Notes due 2022 AGGREGATE PRINCIPAL AMOUNT OFFERED: Global Notes due 2015: $1,000,000,000 Global Notes due 2017: $1,500,000,000 Global Notes due 2022: $1,500,000,000 PRICE TO PUBLIC (ISSUE PRICE): Global Notes due 2015: 99.968% Global Notes due 2017: 99.995% Global Notes due 2022: 99.922% GROSS SPREAD: Global Notes due 2015: 0.200% Global Notes due 2017: 0.300% Global Notes due 2022: 0.400% XXXXX TO AT&T INC.: Global Notes due 2015: 99.768% Global Notes due 2017: 99.695% Global Notes due 2022: 99.522% NET PROCEEDS: Global Notes due 2015: $997,680,000 Global Notes due 2017: $1,495,425,000 Global Notes due 2022: $1,492,830,000 USE OF PROCEEDS: General corporate purposes INTEREST RATE: Global Notes due 2015: 0.800% per annum Global Notes due 2017: 1.400% per annum Global Notes due 2022: 2.625% per annum INTEREST PAYMENT DATES: Semiannually on each June 1 and December 1, commencing on June 1, 2013 DENOMINATIONS: Minimum of $2,000 and integral multiples of $1,000 thereafter OPTIONAL REDEMPTION: At any time (or solely in the case of the Global Notes due 2022, at any time prior to September 1, 2022) 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 Global Notes due 2015, the Global Notes due 2017 or the Global Notes due 2022, as applicable, to be redeemed or (ii) the sum of the present values of the remaining scheduled payments of principal and interest discounted to the redemption date, on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the sum of the Treasury Rate plus 10 basis points for the Global Notes due 2015, at a rate equal to the sum of the Treasury Rate plus 15 basis points for the Global Notes due 2017 and at a rate equal to the sum of the Treasury Rate plus 15 basis points for the Global Notes due 2022 At any time on or after September 1, 2022, in the case of the Global Notes due 2022, in whole or in part, at a redemption price equal to 100% of the principal amount of the Global Notes due 2022 to be redeemed. REDEMPTION FOR CHANGES IN TAX LAW: In whole, but not in part, if AT&T Inc. becomes obligated, or if there is a substantial probability that AT&T Inc. will become obligated, to pay additional amounts to holders of the Notes as a result of certain changes in the tax laws, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed together with interest accrued thereon to the date fixed for redemption INDENTURE AND RANKING: The Notes will be issued under an indenture, dated as of November 1, 1994, between AT&T Inc. and The Bank of New York Mellon, as trustee. The Notes will be AT&T Inc.’s unsecured and unsubordinated obligations and will rank pari passu with all other indebtedness issued under the indenture RATINGS: Xxxxx’x: A2 (*-), S&P: A- (Stable), Fitch: A Time (Negative) JOINT BOOKRUNNERS: Xxxxxxx, Xxxxx & Co. and Xxxxxxx Lynch, Xxxxxx, Xxxxxx & Xxxxx Incorporated CUSIP NUMBERS: Global Notes due 2015: 00000XXX0 Global Notes due 2017: 00000XXX0 Global Notes due 2022: 00000XXX0 ISIN NUMBERS: Global Notes due 2015: US00206RBL50 Global Notes due 2017: US00206RBM34 Global Notes due 2022: US00206RBN17 ALLOCATION: Underwriters Principal Amount of Sale Information2015 Notes Principal Amount of 2017 Notes Principal Amount of 2022 Notes Xxxxxxx, Xxxxx & Co. U.S.$ 420,000,000 U.S.$ 630,000,000 U.S.$ 630,000,000 Xxxxxxx Lynch, Xxxxxx, Xxxxxx & Xxxxx Incorporated 420,000,000 630,000,000 630,000,000 Mizuho Securities USA Inc. 35,000,000 52,500,000 52,500,000 U.S. Bancorp Investments, Inc. 35,000,000 52,500,000 52,500,000 Xxxxxx Xxxxxxxx, LLC 15,000,000 22,500,000 22,500,000 Xxxxxxxx Financial Group, Inc. 15,000,000 22,500,000 22,500,000 MFR Securities, Inc. 15,000,000 22,500,000 22,500,000 Xxxxxx X. Xxxxxxx & Company, Inc. 15,000,000 22,500,000 22,500,000 Xxxxxx Xxxxxxx & Co., Inc. 15,000,000 22,500,000 22,500,000 The Xxxxxxxx Capital Group, L.P. 15,000,000 22,500,000 22,500,000 Total U.S.$ 1,000,000,000 U.S.$ 1,500,000,000 U.S.$ 1,500,000,000 Total U.S.$ 4,000,000,000 REFERENCE DOCUMENT: Prospectus Supplement, dated December 6, 2012; Prospectus, dated March 18, 2010 THE ISSUER HAS FILED A REGISTRATION STATEMENT (INCLUDING A PROSPECTUS) WITH THE SEC FOR THE OFFERING TO WHICH THIS COMMUNICATION RELATES. BEFORE YOU INVEST, YOU SHOULD READ THE PROSPECTUS IN THAT REGISTRATION STATEMENT AND OTHER DOCUMENTS THE ISSUER HAS FILED WITH THE SEC FOR MORE COMPLETE INFORMATION ABOUT THE ISSUER AND THIS OFFERING. YOU MAY GET THESE DOCUMENTS FOR FREE BY VISITING XXXXX ON THE SEC WEB SITE AT XXX.XXX.XXX. ALTERNATIVELY, THE ISSUER, ANY UNDERWRITER OR ANY DEALER PARTICIPATING IN THE OFFERING WILL ARRANGE TO SEND YOU THE PROSPECTUS IF YOU REQUEST IT BY CALLING XXXXXXX, XXXXX & CO. AT 1-866-471-2526, XXXXXXX XXXXX, XXXXXX, XXXXXX & XXXXX INCORPORATED AT 0-000-000-0000. ANY DISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR BELOW ARE NOT APPLICABLE TO THIS COMMUNICATION AND SHOULD BE DISREGARDED. SUCH DISCLAIMERS OR OTHER NOTICES WERE AUTOMATICALLY GENERATED AS A RESULT OF THIS COMMUNICATION BEING SENT VIA BLOOMBERG OR ANOTHER EMAIL SYSTEM. A SECURITIES RATING IS NOT A RECOMMENDATION TO BUY, SELL OR HOLD SECURITIES AND MAY BE REVISED OR WITHDRAWN AT ANY TIME. EXHIBIT A AT&T INC. DELAYED DELIVERY CONTRACT , 201 AT&T Inc. 000 X. Xxxxx Street Dallas, Texas 75202 Ladies and Gentlemen: The undersigned hereby agrees to purchase from AT&T Inc., a Delaware corporation (the “Company”), and the Company hereby agrees to sell to the undersigned, $ principal amount of the Company’s above-captioned securities (“Securities”), offered by the Company’s prospectus, dated , as supplemented by the prospectus supplement, dated (collectively, the “Prospectus”), receipt of a copy of which is hereby acknowledged, at a purchase price of % of the principal amount thereof plus accrued interest from to the Delivery Date (as defined in the next paragraph) and on the further terms and conditions set forth in this Contract. Payment for and delivery of the Securities to be purchased by the undersigned shall be made on , 201 , herein called the “Delivery Date”. At 10:00 A.M., New York time, on the Delivery Date, the Securities to be purchased by the undersigned hereunder will be delivered by the Company to the undersigned, and the undersigned will accept delivery of such Securities and will make payment to the Company of the purchase price therefore at the office of The Bank of New York. Payment will be by certified or official bank check or wire transfer payable in Federal (same day) funds settled through the New York Clearing House, or such other Clearing House as the Company may designate, to or upon the order of the Company. The Securities will be delivered in such authorized forms and denominations and registered in such names as the undersigned may designate by written or telegraphic communication addressed to the Company not less than two full business days prior to the Delivery Date or, if the undersigned fails to make a timely designation in the foregoing manner, in the form of one definitive fully registered certificate representing the Securities in the above principal amount, registered in the name of the undersigned. This Contract will terminate and be of no further force and effect after , 201 , unless (i) on or before such date it shall have been executed and delivered by both parties hereto and (ii) the Company shall have sold to the Underwriters named in the Prospectus the Immediate Delivery Underwritten Securities (as defined in the Underwriting Agreement referred to in the Prospectus). The Company will mail or deliver to the undersigned at its address set forth below a notice to that effect, stating the date of the occurrence thereof, accompanied by copies of the opinion of counsel for the Company delivered to such Underwriters pursuant to Paragraph 11(d) of the Underwriting Agreement. The obligation of the undersigned to accept delivery of and make payment for the Securities on the Delivery Date will be subject to the condition that the Securities shall not, on the Delivery Date, be an investment prohibited by the laws of the jurisdiction to which the undersigned is subject, the undersigned hereby representing that such an investment is not so prohibited on the date hereof. This Contract will inure to the benefit of and be binding upon the parties hereto and their respective successors but will not be assignable by either party hereto without the written consent of the other. This Contract may be executed by any of the parties hereto in any number of counterparts, each of which shall be deemed to be an original, but all such counterparts shall together constitute one and the same instrument. It is understood that acceptance of any Delayed Delivery Contract (as defined in said Underwriting Agreement) is in the Company’s sole discretion and, without limiting the foregoing, need not be on a first-come, first-served basis. If this Contract is acceptable to the Company, it is requested that the Company sign the form of acceptance below and mail or deliver one of the counterparts hereof to the undersigned at its address set forth below. This will become a binding contract between the Company and the undersigned when such counterpart is so mailed or delivered. Very truly yours, By Title Address Accepted as of , 201 AT&T INC. By Title:

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A Time SCHEDULE IV Final Term Sheet October 25, 2017 U.S.$1,150,000,000 AT&T Inc. 5.350% GLOBAL NOTES DUE 2066 ISSUER: AT&T Inc. (“AT&T”) TITLE OF SECURITIES: 5.350% Global Notes due 2066 (the “Notes”) TRADE DATE: October 25, 2017 SETTLEMENT DATE (T+2): October 27, 2017 MATURITY DATE: November 1, 2066, at par. AGGREGATE PRINCIPAL AMOUNT OFFERED: $1,150,000,000 OVER-ALLOTMENT OPTION: Up to $172,500,000 PRICE TO PUBLIC (ISSUE PRICE): 100.000% GROSS SPREAD: 3.150% for Retail Orders ($34,867,350.00) and 1.000% for Institutional Orders ($431,000.00) PRICE TO AT&T: 96.931% NET PROCEEDS: $1,114,701,650, or $1,281,767,900 if the over-allotment option is exercised in full, based on the over-allotment being sold exclusively to retail investors. USE OF PROCEEDS: General corporate purposes. UNDERWRITERS’ REIMBURSEMENT OF AT&T’S EXPENSES: Underwriters to reimburse $600,000 of Sale InformationAT&T’s expenses. INTEREST RATE: 5.350% per annum INTEREST PAYMENT DATES: Quarterly on each February 1, May 1, August 1 and November 1, commencing February 1, 2018. DENOMINATIONS: Minimum of $25 and integral multiples of $25 thereafter. OPTIONAL REDEMPTION: The Notes may be redeemed in whole or in part, at any time and from time to time on or after November 1, 2022, on at least 30 days’, but not more than 60 days’, prior notice mailed (or otherwise transmitted in accordance with DTC procedures) to the registered address of each holder of the Notes to be redeemed. The redemption price will be equal to 100% of the principal amount of the Notes to be redeemed plus accrued but unpaid interest to, but excluding, the redemption date. TAX GROSS UP: Comparable to prior AT&T transactions. TAX CALL: Comparable to prior AT&T transactions. INDENTURE AND RANKING: The Notes will be issued under an indenture, dated as of May 15, 2013, between AT&T and The Bank of New York Mellon Trust Company, N.A., as trustee. The Notes will be AT&T’s unsecured and unsubordinated obligations and will rank pari passu with all other indebtedness issued under the indenture. RATINGS: [INTENTIONALLY OMITTED]

Singapore. This prospectus supplement and the accompanying prospectus have not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Notes may not be circulated or distributed, nor may the notes Notes 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 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. Where the notes Notes are subscribed or purchased under Section 275 of the SFA by a relevant person which is: (a) a corporation (which is not an accredited investor) ), 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 is an accredited investor, notesshares, debentures and units of notes 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 notes Notes under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A Time of Sale Information.

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A Time SCHEDULE IV Final Term Sheet January 29, 2009 $5,500,000,000 AT&T Inc. 4.85% GLOBAL NOTES DUE 2014 5.80% GLOBAL NOTES DUE 2019 6.55% GLOBAL NOTES DUE 2039 ISSUER: AT&T Inc. TITLE OF SECURITIES: 4.85% Global Notes due 2014, 5.80% Global Notes due 2019 and 6.55% Global Notes due 2039 (collectively, the “Notes”) TRADE DATE: January 29, 2009 SETTLEMENT DATE (T+3): February 3, 2009 MATURITY DATE: February 15, 2014, at par, for 4.85% Global Notes due 2014 February 15, 2019, at par, for 5.80% Global Notes due 2019 February 15, 2039, at par, for 6.55% Global Notes due 2039 AGGREGATE PRINCIPAL AMOUNT OFFERED: Global Notes due 2014: $1,000,000,000 Global Notes due 2019: $2,250,000,000 Global Notes due 2039: $2,250,000,000 PRICE TO PUBLIC (ISSUE PRICE): Global Notes due 2014: 99.994% Global Notes due 2019: 99.689% Global Notes due 2039: 99.437% GROSS SPREAD: Global Notes due 2014: 0.350% Global Notes due 2019: 0.450% Global Notes due 2039: 0.750% PRICE TO AT&T INC.: Global Notes due 2014: 99.644% Global Notes due 2019: 99.239% Global Notes due 2039: 98.687% NET PROCEEDS: Global Notes due 2014: $996,440,000 Global Notes due 2019: $2,232,877,500 Global Notes due 2039: $2,220,457,500 UNDERWRITERS’ REIMBURSEMENT OF AT&T INC.’S EXPENSES: Underwriters to reimburse $710,000 of Sale InformationAT&T Inc.’s expenses USE OF PROCEEDS: General corporate purposes INTEREST RATE: Global Notes due 2014: 4.85% per annum Global Notes due 2019: 5.80% per annum Global Notes due 2039: 6.55% per annum

Singapore. This The prospectus supplement and the accompanying prospectus have has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this the prospectus supplement and the accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes Securities may not be circulated or distributed, nor may the notes 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 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. Where Whether the notes Securities are subscribed or purchased under Section 275 by a relevant person which is: (a) a corporation (which is not an accredited investor) 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 is an accredited investor, notesshares, debentures debentures, and units of notes shares and debentures of that corporation or the beneficiaries’ rights and interest in that trust shall not be transferable for 6 six months after that corporation or that trust has acquired the notes Securities under Section 275 except: (1) to an institutional investor under Section 274 of the SFA or 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; (2) where no consideration is given for the transfer; or (3) by operation of law. Annex A Time of Sale InformationFiled Pursuant to Rule 433 Registration No. 333-143180 Schedule IV TERM SHEET APRIL 24, 2009 £1,850,000,000 AT&T INC. 5.875% GLOBAL NOTES DUE 2017 7.000% GLOBAL NOTES DUE 2040 ISSUER: AT&T Inc. (“AT&T”) TITLE OF SECURITIES: 5.875% Global Notes due 2017 and 7.000% Global Notes due 2040 (together, the “Notes”) STRUCTURE: Senior unsecured FORMAT: SEC-registered notes ANNOUNCE DATE: April 24, 2009 TRADE DATE: April 24, 2009 SETTLEMENT DATE (T+4): April 30, 2009 MATURITY DATE: Global Notes due 2017: April 28, 2017 Global Notes due 2040: April 30, 2040 AGGREGATE PRINCIPAL AMOUNT OFFERED: Global Notes due 2017: £750,000,000 Global Notes due 2040: £1,100,000,000 REFERENCE GOVERNMENT SECURITY: Global Notes due 2017: 4.000% due 9/7/2016 Global Notes due 2040: 4.750% due 12/7/2038 REFERENCE GOVERNMENT PRICE/RATE: Global Notes due 2017: 106-74 / 2.973% Global Notes due 2040: 106-79 / 4.340% REOFFER SPREAD TO Global Notes due 2017: 285 bps