CWA RECOMMENDATIONS FOR VOTING YOUR 2010 PROXIES

SHOWN BELOW IS AN EXPLANATION OF THE PROPOSALS & RECOMMENDATIONS FROM NATIONALS FOR THE 2010 ANNUAL MEETING OF STOCKHOLDERS THAT WILL BE HELD ON 04-30-10. IT IS VERY IMPORTANT FOR EACH SHAREHOLDER TO UNDERSTAND & VOTE REGARDING HIS/HER INVESTMENT WITH AT&T. YOUR VOTING INSTRUCTIONS CAN BE DONE EITHER BY MAIL, INTERNET OR PHONE BUT MUST BE RECEIVED BY APRIL 27,2010

CWA Recommendations for Voting Your Proxies
at AT&T Shareholders Meeting
April 30, 2010 – Chattanooga, Tennessee

Item 1: Vote for Directors: If individuals have a beef about an individual director, they
should vote against him or her. Personally, I think the board does not pass the test of
good governance and is top heavy in retirees. This means management does not
have an independent board. I recommend a vote ABSTAIN.

Item 2: Auditor: No reason to vote against. Ernst & Young has done nothing egregious.
Shareholders should vote ABSTAIN if they do not like voting with the company.

Item 3: Cumulate Voting: This is a proposal that good governance activists are pushing.
AT&T has 12 directors. If this proposal were to pass, each shareholder would have
12 votes to allocate as he/she wants. For instance, none for candidates 1-11, but
12 votes for candidate 12. People like this because it offers more competition in the
election of directors. So, alliances can be created to elect a director outside the
mainstream. I recommend a vote FOR.

Item 4: Pension Credits: CWA has long championed this proposal at IBM and other
companies. Companies use pension surpluses to beef up their net profits. When
incentive compensation is based on net profits (without subtraction of pension
surpluses), then executives are being partially compensated on umbers that have
nothing to do with how the company performed. To be honest, this was more relevant
five years ago when pension surpluses were big in some companies. Since then,
several companies, such as GE in response to a CWA proposal, have agreed to
exclude pension numbers from net profit when calculating compensation. The
financial crisis blew a hole through most pension plans and surpluses are wishful
thinking for the time being. I recommend a vote FOR.

Item 5: Shareholder Advisory Vote on Compensation or “Say on Pay”: This proposal
says that, if passed and the company changes policy, each year the company
will offer as a management proposal (therefore, supported by management) the
opportunity to vote up or down on the pay of top executives and the method used
(the narrative disclosure) to pay them. This is the system in Britain, Australia, and
Sweden. It appeared at one time in Barney Frank’s financial reform legislation. This
is the proposal we passed in 2007 at Verizon. Roughly 50 companies have voluntarily
adopted Say on Pay. Companies receiving TARP funds had to implement this
proposal. I recommend a vote FOR.

Item 6: Right to Call Special Shareholders Meeting for Holders of 10 Percent of the
Company’s Stock: On one hand, it is always good to give shareholders more rights
over management. And, the AFL-CIO in its proxy voting guidelines recommends
voting for proposals that strengthen shareholder rights through the ability to call
special meetings. On the other hand, I am suspicious of lowering the threshold further
because it would offer private equity the opportunity to push management in directions
we would disapprove. Currently, the company has a 15 percent threshold to call a
special shareholders meeting. Note that last year this proposal received 49 percent
of the vote. I recommend a vote FOR if shareholder wants to force defeat on the
company or ABSTAIN on the merits of the proposal.

TUITION AID POLICTY

The Tuition Aid Policy has been revised effective April 1, 2010. The main changes are about employees taking credit courses through continuing education or a workforce development branch of a school without being enrolled in a degree plan. Also, in some cases schools have recruited employees into taking courses by offering them incentives for enrollment. This practice is strictly forbidden and the revisions to the policy refer to that prohibition.

Last, the revisions include process changes for CLEP and DANTES tests and portfolio review expenses in order to streamline processing when an online application is submitted.

CONTRACT BOOKS

The District was notifiied by AT&T, last month, that the contract books were still with the typesetter at the printers and a final proof was just about finished. At that time, the Company has to proof the copy and do the index. However, once the typesetting is finished,the Company will post an electronic version of it at the labor website, so employees will at least be able to view it electronically. They are anticipating the actual paper copies of the contract books will be available for distribution to all employees by the end of April.

FMLA IS GOING GREEN!

On 03-22-10, it was mentioned on our website that AT&T FMLA Operations was honoring Earth Day in a Green Way. Instead of receiving FMLA Status Notifications(FMLA5) by U.S. Mail employees will receive notification by email effective April 19, 2010.

Employees may receive notifications at work and/or their personal email address.

Anyone not already enrolled in the program will begin receiving FMLA notifications by email at their AT&T work email address. To self enroll prior to April 19th or to add a personal email address after April 19th visit https://intra.att.com/fmla/email via the intranet or https://www.e-access.sbc.com/intra att/fmla/email/ from home.

**IMPORTANT*** Employees who do NOT have regular access to email or DO NOT WANT TO RECEIVE NOTIFICATIONS BY EMAIL must contact HROneStop on 1-888-722-1STP or by sending an email to HRONESTOP-FMLA to be placed on a “Do Not Switch to email” list by April 16, 2010

FMLA PROCESS CHANGES

This week employees should receive, via company email, a copy of a News Now regarding changes to the FMLA process. What you receive is shown below:

AT&T FMLA Operations Honors Earth Day in a Green Way

If you received any FMLA Status Notifications by U.S. Main in 2009, you contributed to their 2.6 million pieces of outgoing mail. Approximately 320 trees could have been spared by sending those FMLA letters via email.

Human resources is helping you contribute to AT&T’s commitment to sustainability by sending all Status Notifications (FMLASs) by email beginning April 19th 2010.

To view more details on this exciting FMLA initiative, click here.

For more information about our broader sustainability efforts, visit www.att.com/sustainability or www.att.com/csr. You can also visit our employee environmental sustainability site AT&T EcoSystem-click here

JOE BEIRNE SCHOLARSHIPS

Apply now for college scholarships of $3,000 each for the 2010-2011 school year, and another $3,000 for 2011-2012. (2nd year award based on satisfactory academic record.) Fifteen new scholarships will be awarded by CWA’s Joe Beirne Scholarship Program. Eligible are CWA members, their spouses, children and grandchildren (including those of laid-off, retire or deceased members) planning for college studies.

Final deadline for applications is March 31, 2010. Applications are easy to make online at the Foundation’s website (including submission of a short original essay). Winners will be chosen in a lottery drawing.

The program honors CWA’s founding president, who served for more than 30 years. Joe Beirne took great pride in the roles he played in furthering educational opportunity and working for social justice.

For more information, and to fille out and submit the application form, visit: http://cwa-union.org/members/beirne/

Monthly Meetings Different Time & Location

This  month’s meetings are held in the Redwood Room of the Holiday in on the South Loop.  The Eboard meeting will be at 5:30 pm, Tuesday, October 7, 2008 and the Membership Meeting will be at 6:30 pm.

Democratic Convention Watch Party

Join CWA 6203 and the Lubbock Democratic Party for a party to watch Barack Obama’s acceptance speech at the Democratic Party Convention Thursday night at the Union Hall at 405 50th Street. Party begins at 7:30 and the speech begins at 9. Refreshments provided.