Obligation ATT Inc. 5.625% ( US78387GAL77 ) en USD

ATT Inc.

100 % ▼

Etas-Unis

US78387GAL77 ( en USD )

5.625% par an ( paiement semestriel )

15/06/2016 - Obligation échue

Prospectus brochure de l'obligation AT&T Inc US78387GAL77 en USD 5.625%, échue

2 000 USD

1 250 000 000 USD

78387GAL7

NR

NR

AT&T Inc. est une société américaine de télécommunications offrant des services de téléphonie mobile, internet à large bande, télévision par câble et services de communication d'entreprise.

L'Obligation émise par ATT Inc. ( Etas-Unis ) , en USD, avec le code ISIN US78387GAL77, paye un coupon de 5.625% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 15/06/2016

L'Obligation émise par ATT Inc. ( Etas-Unis ) , en USD, avec le code ISIN US78387GAL77, a été notée NR par l'agence de notation Moody's.

L'Obligation émise par ATT Inc. ( Etas-Unis ) , en USD, avec le code ISIN US78387GAL77, a été notée NR par l'agence de notation Standard & Poor's ( S&P ).

Final Prospectus Supplement
424B5 1 d424b5.htm FINAL PROSPECTUS SUPPLEMENT
Table of Contents
Filed pursuant to Rule 424(B)(5)
SEC File No. 333-105774

Prospectus Supplement to Prospectus dated November 10, 2003.

U.S. $1,500,000,000

SBC Communications Inc.

U.S. $750,000,000 5.625% Global Notes due June 15, 2016
U.S. $750,000,000 6.450% Global Notes due June 15, 2034

We will pay interest on the 5.625% global notes due June 15, 2016 (the "2016 Notes") and the 6.450%
global notes due June 15, 2034 (the "2034 Notes" and, together with the 2016 Notes, the "notes") on
June 15 and December 15 of each year. The first such payment will be made on December 15, 2004.
We may redeem some or all of the notes at any time at the "make-whole premium" price indicated
under the heading "Description of the Notes--Optional Redemption" beginning on page S-11 of this
prospectus supplement. The notes will be issued in minimum denominations of $2,000 and integral
multiples of $1,000.
We have applied to have the notes listed on the Luxembourg Stock Exchange in accordance with the
rules thereof.

Neither the Securities and Exchange Commission nor any other regulatory body has approved
or disapproved of these securities or passed upon the accuracy or adequacy of this prospectus
supplement or the accompanying prospectus. Any representation to the contrary is a criminal
offense.

Per 2016
Per 2034
Note
Total
Note
Total

Initial public offering price

99.906%
$749,295,000
99.749%
$748,117,500
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Final Prospectus Supplement
Underwriting discount

0.475%
$ 3,562,500
0.875%
$ 6,562,500
Proceeds, before expenses, to
SBC

99.431%
$745,732,500
98.874%
$741,555,000
The initial public offering prices set forth above do not include accrued interest, if any. Interest on the
notes will accrue from August 18, 2004 and must be paid by the purchasers if the notes are delivered
after August 18, 2004.

The underwriters expect to deliver the notes through the facilities of The Depository Trust Company,
Clearstream and Euroclear against payment in New York, New York on August 18, 2004.

Joint Book-Running Managers
Banc of America Securities LLC

Deutsche Bank Securities
Goldman, Sachs & Co.
ABN AMRO Incorporated

Barclays Capital
Citigroup
JPMorgan
Credit Suisse First Boston

HSBC

Lehman Brothers
Merrill Lynch & Co.

Morgan Stanley

UBS Investment Bank

Prospectus Supplement dated August 11, 2004.
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Final Prospectus Supplement
Table of Contents
You should rely only on the information contained or incorporated by reference in this
prospectus supplement and the accompanying prospectus. We have not, and the underwriters
have not, authorized any other person to provide you with different information. If anyone
provides you with different or inconsistent information, you should not rely on it. We are not,
and the underwriters are not, making an offer to sell these securities in any jurisdiction where
the offer or sale is not permitted. You should assume that the information appearing in this
prospectus supplement and the accompanying prospectus, as well as information we
previously filed with the Securities and Exchange Commission and incorporated by reference,
is accurate as of their respective dates. Our business, financial condition, results of operations
and prospects may have changed since those dates.
The Luxembourg Stock Exchange takes no responsibility for the contents of this document,
makes no representation as to its accuracy or completeness and expressly disclaims any
liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any
part of the contents of this prospectus supplement and accompanying prospectus.
Having made all reasonable inquiries, we confirm that this prospectus supplement and the
accompanying prospectus are true and accurate in all material respects and are not misleading, that
the opinions and intentions expressed herein are honestly held and that there are no other facts the
omission of which makes this prospectus supplement or the accompanying prospectus, including any
information incorporated by reference herein, as a whole, or any of such information or the expression
of any such opinions or intentions misleading. We accept responsibility accordingly.
To the extent there is a conflict between the information contained in this prospectus supplement, on
the one hand, and the information contained in the accompanying prospectus or any document
incorporated by reference in this prospectus supplement and the accompanying prospectus, on the
other hand, the information contained in this prospectus supplement shall control.
This prospectus supplement and the accompanying prospectus may only be used for the purposes for
which they have been published.
In this prospectus supplement, "we," "our," "us" and "SBC" refer to SBC Communications Inc. and its
consolidated subsidiaries.
We are offering the notes globally for sale in those jurisdictions in the United States, Europe, Asia and
elsewhere where it is lawful to make such offers. The distribution of this prospectus supplement and
the accompanying prospectus and the offering of the notes in some jurisdictions may be restricted by
law. Persons who receive this prospectus supplement and the accompanying prospectus should
inform themselves about and observe any such restrictions. This prospectus supplement and the
accompanying prospectus do not constitute, and may not be used in connection with, an offer or
solicitation by anyone in any jurisdiction in which such offer or solicitation is not authorized or in which
the person making such offer or solicitation is not authorized or in which the person making such offer
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Final Prospectus Supplement
or solicitation is not qualified to do so or to any person to whom it is unlawful to make such offer or
solicitation. See "Underwriting" beginning on page S-24.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
Statements in this prospectus supplement, the accompanying prospectus and the incorporated
documents that are not historical facts are hereby identified as "forward-looking statements" for the
purpose of the safe harbor provided by Section 21E of the Exchange Act and Section 27A of the

S-1
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Securities Act. Although we believe that our expectations are based on reasonable assumptions within
the bounds of our knowledge of our business and operations, there can be no assurance that actual
results will not differ materially from our expectations. Factors that could cause actual results to differ
from expectations include:

· adverse economic changes in the markets served by SBC, or countries in which SBC has

significant investments;

· changes in available technology and the effects of such changes, including product

substitutions and deployment costs;

· uncertainty in the U.S. securities market and adverse medical cost trends;

· the final outcome of FCC proceedings and re-openings of such proceedings, including the
Triennial Review and other rulemakings, and judicial review, if any, of such proceedings,

including issues relating to access charges, availability and pricing of unbundled network
elements and platforms (UNE-Ps) and unbundled loop and transport elements (EELs);

· the final outcome of state regulatory proceedings in the 13-state area in which our wireline
subsidiaries operate (13-state area) and re-openings of such proceedings, and judicial review, if
any, of such proceedings, including proceedings relating to interconnection terms, access

charges, universal service, UNE-Ps and resale and wholesale rates, SBC's broadband initiative
known as Project Pronto, performance measurement plans, service standards and traffic
compensation;

· enactment of additional state, Federal and/or foreign regulatory laws and regulations pertaining

to our subsidiaries and foreign investments;

· our ability to absorb revenue losses caused by UNE-P requirements and increasing competition

and to maintain capital expenditures;

· the extent of competition in our 13-state area and the resulting pressure on access line totals

and wireline and wireless operating margins;

· our ability to develop attractive and profitable product/service offerings to offset increasing

competition in our wireline and wireless markets;

· the ability of our competitors to offer product/service offerings at lower prices due to adverse

regulatory decisions, including state regulatory proceedings relating to UNE-Ps and non-
regulation of comparable alternative technologies (e.g., VoIP);

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· the issuance by the Financial Accounting Standards Board or other accounting oversight bodies

of new accounting standards or changes to existing standards;

· the impact of the wireless joint venture with BellSouth Corporation, known as Cingular Wireless,
including marketing and product development efforts, customer acquisition and retention costs,

access to additional spectrum, network upgrades, technological advancements, industry
consolidation including the pending acquisition of AT&T Wireless and availability and cost of
capital;

· Cingular's failure to achieve, in the amounts and within the time frame expected, the capital and

expense synergies and other benefits expected from its acquisition of AT&T Wireless and our
incremental costs, if any, in financing our portion of the merger's purchase price; and

· changes in our corporate strategies, such as changing network requirements or acquisitions

and dispositions, to respond to competition and regulatory and technology developments.
Readers are cautioned that other factors discussed in the documents incorporated in this prospectus
supplement and accompanying prospectus, although not enumerated here, also could materially
impact our future earnings.

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You should not construe these cautionary statements as an exhaustive list or as any admission by us
regarding the adequacy of our disclosures. We cannot always predict or determine after the fact what
factors would cause actual results to differ materially from those indicated by our forward-looking
statements or other statements. In addition, you arc urged to consider statements that include the
terms "believes," "belief," "expects," "plans," "objectives," "anticipates," "intends" or the like to be
uncertain and forward-looking. All cautionary statements should be read as being applicable to all
forward-looking statements wherever they appear.
We do not undertake any obligation to publicly update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise. In light of these risks, uncertainties
and assumptions, the forward-looking events discussed herein might not occur.

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SUMMARY OF THE OFFERING
Issuer
SBC Communications Inc.
Securities Offered
U.S.$750,000,000 principal amount of 5.625% global notes due
June 15, 2016.

U.S.$750,000,000 principal amount of 6.450% global notes due June 15,
2034.
Maturity Dates
June 15, 2016, at par, for the 2016 Notes.

June 15, 2034, at par, for the 2034 Notes.
Interest Rates
The notes will bear interest from August 18, 2004 at the rate of
5.625% per annum for the 2016 Notes, and at the rate of 6.450%
per annum for the 2034 Notes, in each case payable semi-
annually in arrears in two equal payments.
Interest Payment Dates
June 15 and December 15 of each year, commencing on
December 15, 2004.
Optional Redemption
The notes are redeemable at any time, in whole or in part, at
redemption prices equal to their principal amount plus a "make-
whole premium," if any, and accrued and unpaid interest to the
redemption date.
Markets
The notes are offered for sale in those jurisdictions in the United
States, Europe and Asia where it is legal to make such offers.
See "Underwriting."
Listing
Application has been made to list the notes on the Luxembourg
Stock Exchange.

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Form and Settlement
Our notes will be issued in the form of one or more fully
registered global notes which will be deposited with, or on behalf
of, The Depository Trust Company--known as DTC--as the
depositary, and registered in the name of Cede & Co., DTC's
nominee. Beneficial interests in the global notes will be
represented through book-entry accounts of financial institutions
acting on behalf of beneficial owners as direct and indirect
participants in DTC. Investors may elect to hold interests in the
global notes through either DTC (in the United States),
Clearstream Banking, Société Anonyme, or Euroclear Bank S.A./
N.V., as operator of the Euroclear System (outside of the United
States), if they are participants of these systems, or indirectly
through organizations which are participants in these systems.
Cross-market transfers between persons holding directly or
indirectly through DTC participants, on the one hand, and directly
or indirectly through Clearstream or Euroclear participants, on the
other hand, will be effected in accordance with DTC rules on
behalf of the relevant international clearing system by its U.S.
depositary.
Governing Law
The notes will be governed by the laws of the State of New York.

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SBC COMMUNICATIONS INC.
SBC was formed as one of several regional holding companies created to hold AT&T Corp.'s local
telephone companies. We were incorporated under the laws of the State of Delaware on October 5,
1983. On January 1, 1984, we were spun-off from AT&T pursuant to an anti-trust consent decree,
becoming an independent publicly traded telecommunications services provider. At formation, we
primarily operated in five southwestern states. SBC subsidiaries merged with Pacific Telesis Group in
1997, Southern New England Telecommunications Corporation in 1998 and Ameritech Corporation in
1999. We are among the largest telecommunications companies in the United States and the world.
Our subsidiaries and affiliates operate in the communications services industry both domestically and
worldwide providing wireline and wireless telecommunications services and equipment as well as
directory advertising and publishing. We divide our business into the following groups:

· wireline, which is primarily land- and wire-based services;

· Cingular, which is primarily radio wave-based services;

· directory, which is directory advertising and electronic publishing;

· international, which is our investments in foreign countries; and

· other, which is primarily corporate and other operations.
Wireline
Our wireline group primarily sells local and long distance telephone service in California, Texas, Illinois,
Michigan, Ohio, Missouri, Connecticut, Indiana, Wisconsin, Oklahoma, Kansas, Arkansas and Nevada.
We serve approximately 54 million access lines in this 13-state area. We also sell access to our
network to other telephone carriers, internet services and communications equipment. This group is
regulated by each of the 13 states mentioned above and by the Federal Communications Commission.
Cingular
Our Cingular group sells local, long distance and roaming services. In the fourth quarter of 2000, we
contributed substantially all our wireless businesses to Cingular Wireless LLC, our joint venture with
BellSouth Corporation. We own a 60 percent economic interest in the joint venture and control is
shared equally. Cingular serves approximately 25 million customers. In February 2004, Cingular
announced an agreement to acquire AT&T Wireless for approximately $41 billion. We expect this
transaction to close in 2004.
Directory

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Document Outline

sec.gov
- #1">Final Prospectus Supplement