Obligation AmerTower 5.05% ( US029912BC50 ) en USD

AmerTower

100 % ▼

Etas-Unis

US029912BC50 ( en USD )

5.05% par an ( paiement semestriel )

01/09/2020 - Obligation échue

Prospectus brochure de l'obligation American Tower US029912BC50 en USD 5.05%, échue

2 000 USD

700 000 000 USD

029912BC5

N/A

American Tower Corporation est une société de télécommunications sans fil qui possède, exploite et développe des sites d'infrastructure sans fil à travers le monde.

L'Obligation émise par AmerTower ( Etas-Unis ) , en USD, avec le code ISIN US029912BC50, paye un coupon de 5.05% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 01/09/2020

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CALCULATION OF REGISTRATION FEE

Amount
Maximum
Maximum
Title of Each Class of
to be
Offering Price
Aggregate
Amount of
Securities to be Registered

Registered
Per Unit
Offering Price

Registration Fee (1)
5.050% Senior Notes due 2020

$700,000,000
100%
$700,000,000

$49,910

(1) Calculated in accordance with Rule 457(r) under the Securities Act of 1933, as amended, and relates to the Registration
Statement on Form S-3 (File No. 333-166805) filed by the Registrant on May 13, 2010.
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Filed pursuant to Rule 424(b)(2)
Registration No. 333-166805

PROSPECTUS SUPPLEMENT TO
PROSPECTUS DATED MAY 13, 2010

$700,000,000

American Tower Corporation

5.050% Senior Notes due 2020

We will pay cash interest on the 5.050% senior notes due 2020 on March 1 and September 1 of each year, beginning
March 1, 2011. The notes will mature on September 1, 2020.

The notes will be general, unsecured obligations of American Tower Corporation and will rank equally in right of
payment with all other senior unsecured debt obligations of American Tower Corporation. The notes will be structurally
subordinated to all existing and future indebtedness and other obligations of our subsidiaries.

We may redeem the notes at any time, in whole or in part, in cash at a redemption price equal to 100% of the principal
amount of the notes plus a make-whole premium, together with accrued interest to the redemption date.

The notes will not be listed on any securities exchange. Currently, there is no public market for the notes.

Investing in the notes involves risks. See "Risk Factors" beginning on page S-8.

Proceeds Before
Public Offering
Underwriting
Expenses to American
Price(1)
Discount
Tower Corporation

Per note

99.880%
0.650%
99.230%
Total

$699,160,000
$4,550,000
$
694,610,000
(1) Plus accrued interest, if any, from August 16, 2010, if settlement occurs after that date.

Neither the Securities and Exchange Commission (the "SEC") nor any state securities commission has approved or
disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus is truthful or
complete. Any representation to the contrary is a criminal offense.

The underwriters expect to deliver the notes in book-entry form only through the facilities of The Depository Trust
Company for the accounts of its participants, including Clearstream Banking, société anonyme, and Euroclear Bank
S.A./N.V., as operator of the Euroclear System, against payment on August 16, 2010.

Joint Book-Running Managers

Citi
Credit Suisse
J.P. Morgan
RBS

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Senior Co-Managers

Deutsche Bank Securities

Morgan Stanley
RBC Capital Markets
TD Securities

Co-Managers

BNP PARIBAS

Credit Agricole CIB
Mitsubishi UFJ Securities

Mizuho Securities USA Inc.

The date of this prospectus supplement is August 11, 2010.
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TABLE OF CONTENTS

Prospectus Supplement
About this Prospectus Supplement

S-ii
Note Regarding Forward-Looking Statements

S-ii
Market and Industry Data

S-iii
Prospectus Supplement Summary

S-1
Selected Historical Consolidated Financial Data

S-5
Ratio of Earnings to Fixed Charges

S-7
Risk Factors

S-8
Use of Proceeds
S-11
Capitalization
S-12
Description of Notes
S-14
Certain United States Federal Income Tax Consequences
S-30
Underwriting (Conflicts of Interest)
S-33
Legal Matters
S-38
Experts
S-38
Where You Can Find More Information
S-38
Prospectus
About this Prospectus

1
Note Regarding Forward-Looking Statements

1
American Tower Corporation

2
Risk Factors

2
Use of Proceeds

3
Ratio of Earnings to Fixed Charges

3
Description of Debt Securities

4
Description of Common Stock

13
Legal Ownership

15
Plan of Distribution

17
Certain U.S. Federal Income Tax Considerations

19
Validity of the Securities

24
Experts

24
Where You Can Find More Information

24

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We are responsible for the information contained and incorporated by reference in this prospectus supplement
and accompanying prospectus. We have not authorized anyone to give you any other information, and we take no
responsibility for any other information that others may give you. We are not making an offer to sell these securities
in any jurisdiction where the offer or sale is not permitted. You should not assume that the information contained or
incorporated by reference in this prospectus supplement or accompanying prospectus is accurate as of any date other
than the date of the document containing the information.

ABOUT THIS PROSPECTUS SUPPLEMENT

This document consists of two parts. The first part is this prospectus supplement, which describes the specific terms of
this offering. The second part is the accompanying prospectus, which describes more general information, some of which
may not apply to this offering. You should read both this prospectus supplement and the accompanying prospectus, together
with the documents incorporated by reference and the additional information described below under the heading "Where You
Can Find More Information."

If the description of the offering varies between this prospectus supplement and the accompanying prospectus, you
should rely on the information in this prospectus supplement.

Any statement made in this prospectus supplement or in a document incorporated or deemed to be incorporated by
reference in this prospectus supplement will be deemed to be modified or superseded for purposes of this prospectus
supplement to the extent that a statement contained in this prospectus supplement or in any other subsequently filed
document that is also incorporated or deemed to be incorporated by reference in this prospectus supplement modifies or
supersedes that statement. Any statement so modified or superseded will not be deemed, except as so modified or superseded,
to constitute a part of this prospectus supplement.

NOTE REGARDING FORWARD-LOOKING STATEMENTS

This prospectus supplement and accompanying prospectus contain or incorporate by reference statements about future
events and expectations, or forward-looking statements, all of which are inherently uncertain. We have based those forward-
looking statements on our current expectations and projections about future results. When we use words such as
"anticipates," "intends," "plans," "believes," "estimates," "expects," or similar expressions, we do so to identify forward-
looking statements. Examples of forward-looking statements include statements we make regarding our substantial leverage
and debt service obligations; future prospects of growth in the communications site leasing industry; the level of future
expenditures by companies in this industry and other trends in this industry; the effects of consolidation among companies in
our industry and among our customers and other competitive pressures; economic, political and other events, particularly
those relating to our international operations; our ability to maintain or increase our market share; changes in environmental,
tax and other laws; our ability to protect our rights to the land under our towers; natural disasters and similar events; the
possibility of health risks relating to radio emissions; risks arising from our historical option grant practices; our future
operating results; our future purchases under our stock repurchase program; our future capital expenditure levels; our future
financing transactions; and our plans to fund our future liquidity needs. These statements are based on our management's
beliefs and assumptions, which in turn are based on currently available information. These assumptions could prove
inaccurate. See "Risk Factors." These forward-looking statements may be found in this prospectus supplement and the
accompanying prospectus generally as well as the documents incorporated by reference.

You should keep in mind that any forward-looking statement we make in this prospectus supplement, the accompanying
prospectus, the documents incorporated by reference or elsewhere speaks only as of the date on which we make it. New risks
and uncertainties arise from time to time, and it is impossible for us to predict these

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events or how they may affect us. In any event, these and other important factors, including those set forth under the caption
"Risk Factors" in this prospectus supplement, in the accompanying prospectus and the documents incorporated by reference,
may cause actual results to differ materially from those indicated by our forward-looking statements. We do not intend to
update or revise the forward-looking statements we make in this prospectus supplement, the accompanying prospectus, the
documents incorporated by reference or elsewhere, except as may be required by law. In light of these risks and uncertainties,
you should keep in mind that the future events or circumstances described in any forward-looking statement we make in this
prospectus supplement, the accompanying prospectus, the documents incorporated by reference or elsewhere might not
occur.

MARKET AND INDUSTRY DATA

This prospectus supplement and accompanying prospectus contain or incorporate by reference estimates regarding
market data, which are based on our internal estimates, independent industry publications, reports by market research firms
and/or other published independent sources. In each case, we believe these estimates are reasonable. However, market data is
subject to change and cannot always be verified with complete certainty due to limits on the availability and reliability of raw
data, the voluntary nature of the data gathering process and other limitations and uncertainties inherent in any statistical
survey of market data. As a result, you should be aware that market data set forth in this prospectus supplement,
accompanying prospectus or incorporated by reference, and estimates and beliefs based on such data, may not be reliable.

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PROSPECTUS SUPPLEMENT SUMMARY

This summary may not contain all the information that may be important to you. You should read this entire prospectus
supplement, the accompanying prospectus and those documents incorporated by reference into the prospectus supplement
and the accompanying prospectus, including the risk factors and the financial statements and related notes, before making an
investment decision. Unless otherwise indicated or the context otherwise requires, references to "we," "us," "our" and
"American Tower" are references to American Tower Corporation and its consolidated subsidiaries.

American Tower Corporation

American Tower Corporation was created as a subsidiary of American Radio Systems Corporation in 1995 to own,
manage, develop and lease communications and broadcast tower sites, and was spun off into a free-standing public company
in 1998. Since inception, we have grown our communications site portfolio through acquisitions, long-term lease
arrangements, development and construction, and through mergers with and acquisitions of other tower operators, increasing
the size of our portfolio to over 32,000 communications sites.

American Tower Corporation is a holding company, and we conduct our operations through our directly and indirectly
owned subsidiaries. Our principal United States operating subsidiaries are American Towers, Inc. and SpectraSite
Communications, LLC. We conduct our international operations through our subsidiary, American Tower International, Inc.,
which in turn conducts operations through its various international operating subsidiaries. Our international operations
consist of our operations in Mexico, Brazil, Chile, Peru and India.

Recent Developments

India Acquisition

On August 6, 2010, we acquired substantially all of the issued and outstanding shares of Essar Telecom Infrastructure
Private Limited ("ETIPL"), a company formed under the laws of India, for an aggregate purchase price of approximately
$430 million, which includes our assumption of certain liabilities and is subject to certain post closing adjustments. Pursuant
to the transaction, we acquired ETIPL's portfolio of over 4,600 wireless communications tower sites, as well as a number of
towers under construction.

Revolving Credit Facility

On July 23, 2010, we borrowed $350.0 million under our $1.25 billion senior unsecured revolving credit facility (the
"Revolving Credit Facility"), which, in addition to cash on hand, we used to finance the ETIPL acquisition. We intend to use
a portion of the net proceeds from this offering to refinance a portion of our borrowings under the Revolving Credit Facility.

U.S. Acquisition

On July 22, 2010, we acquired 63 communication tower sites in the U.S. for an aggregate purchase price of $43.8
million.

Peru Acquisition

On August 9, 2010, we announced agreements to purchase up to approximately 470 tower sites from Telefónica del Peru
S.A.A., and we acquired 131 of those tower sites for an aggregate purchase price of approximately $22 million. We expect to
close on the remaining tower sites by the end of 2010, subject to customary closing conditions.

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Stock Repurchase Program

In February 2008, our Board of Directors approved a stock repurchase program to repurchase periodically, based on
market conditions and other considerations, up to $1.5 billion of our shares of our Class A common stock ("Common
Stock"). We purchase our Common Stock pursuant to trading plans under Rule 10b5-1 of the Securities Exchange Act of
1934, as amended (the "Exchange Act"). As of August 10, 2010, we had repurchased a total of 26.7 million shares of
Common Stock for an aggregate of $1,014.3 million, including commissions and fees, pursuant to this program, including the
purchase of 1.5 million shares during the period July 1, 2010 to August 10, 2010, for an aggregate of $69.9 million, including
commissions and fees.

Our principal executive office is located at 116 Huntington Avenue, Boston, Massachusetts 02116. Our main telephone
number at that address is (617) 375-7500.

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THE OFFERING

Issuer
American Tower Corporation, a Delaware corporation.

Securities Offered
$700.0 million aggregate principal amount of 5.050% senior notes due 2020.

Maturity Date
September 1, 2020.

Interest Payments
March 1 and September 1 of each year, beginning on March 1, 2011. Interest
will accrue from August 16, 2010.

Ranking
The notes will be general, unsecured obligations and will rank equally in right
of payment with all of our other senior unsecured debt obligations. As of June
30, 2010, after giving effect to the transactions described under
"Capitalization," we would have had approximately $2,819.5 million of
senior unsecured indebtedness outstanding. In addition, we would have had
approximately $846.9 million in undrawn loan commitments under the
Revolving Credit Facility, net of approximately $3.1 million of outstanding
undrawn letters of credit.

The notes will be structurally subordinated to all existing and future
indebtedness and other obligations of our subsidiaries. Our subsidiaries are
not guarantors of the notes. We also guarantee outstanding senior
subordinated notes of American Towers, Inc. ("ATI"). As of June 30, 2010,
after giving effect to the transactions described under "Capitalization," our
subsidiaries would have had approximately $1,955.1 million of total debt
obligations (excluding intercompany obligations), including:

· $1,750.0 million in commercial mortgage pass-through certificates backed
by the debt of two special purpose subsidiaries, which is secured primarily

by mortgages on those subsidiaries' interests in 5,295 broadcast and
wireless communications towers and the related tower sites;

· approximately $0.3 million of ATI 7.25% senior subordinated notes due

2011 (the "ATI 7.25% Notes"), which are guaranteed by us;

· $146.0 million of wholly owned subsidiary debt which was assumed

pursuant to our acquisition of ETIPL; and

· approximately $58.9 million of other wholly owned subsidiary debt.

Optional Redemption
We may redeem the notes at any time, in whole or in part, in cash, at a
redemption price equal to 100% of the principal amount of the notes plus a
make-whole premium, together with accrued interest to the redemption date.

Change of Control Offer
Following a Change of Control and Ratings Decline (each as defined herein),
we will be required to offer to purchase all of the notes at a

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purchase price equal to 101% of the principal amount of the notes, plus
accrued and unpaid interest, if any, to but not including the date of

repurchase. See "Description of Notes--Repurchase of Notes Upon a Change
of Control Triggering Event." The Revolving Credit Facility might restrict
our ability to make such a payment.

Certain Covenants
The provisions of the indenture governing the notes will, among other things,
limit our ability to:

· create liens; and

· merge, consolidate or sell assets.

These covenants are subject to a number of important exceptions.

Use of Proceeds
We expect that the net proceeds of this offering will be approximately $693.8
million, after deducting discounts and commissions payable to the
underwriters and estimated expenses of this offering. We intend to use the net
proceeds (i) to finance our acquisition of ETIPL and other recent and
potential acquisitions, including the refinancing of a portion of borrowings
under the Revolving Credit Facility and (ii) for general corporate purposes.
See "Use of Proceeds" and "Capitalization."

Conflicts of Interest
As described in "Use of Proceeds," some of the net proceeds of this offering
may be used to pay down borrowings under our Revolving Credit Facility.
Because more than 5% of the proceeds of this offering, not including
underwriting compensation, will be received by affiliates of certain
underwriters in this offering, this offering is being conducted in compliance
with the National Association of Securities Dealers ("NASD") Rule 2720, as
administered by the Financial Industry Regulatory Authority ("FINRA").
Pursuant to that rule, the appointment of a qualified independent underwriter
is not necessary in connection with this offering.

No Prior Market
We do not intend to list the notes on any securities exchange or any
automated dealer quotation system. Although the underwriters have informed
us that they presently intend to make a market in the notes, they are not
obligated to do so and may discontinue market-making at any time at their
sole discretion without notice. Accordingly, we cannot assure you that a
liquid market for the notes will develop or be maintained.

Denominations
The notes will be issued in minimum denominations of $2,000 and multiples
of $1,000 thereafter.

Trustee
The Bank of New York Mellon Trust Company, N.A.

Risk Factors
Before investing in the notes, you should carefully consider all of the
information in this prospectus supplement, the accompanying prospectus or
incorporated by reference herein or therein, including the discussions under
"Risk Factors" beginning on page S-8 and in Part II, Item 1A of our Quarterly
Report on Form 10-Q for the quarterly period ended June 30, 2010, which is
incorporated by reference herein.

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