Picture of AT&T logo

T AT&T News Story

0.000.00%
us flag iconLast trade - 00:00
TelecomsBalancedLarge CapSuper Stock

REG - AT & T Inc. - 2015 10-K <Origin Href="QuoteRef">T.N</Origin> - Part 2

- Part 2: For the preceding part double click  ID:nRSZ3512Qa 

Information set forth in this report contains forward-looking statements that are subject to risks and uncertainties, and
actual results could differ materially. Many of these factors are discussed in more detail in the "Risk Factors" section.
We claim the protection of the safe harbor for forward-looking statements provided by the Private Securities Litigation
Reform Act of 1995. 
 
The following factors could cause our future results to differ materially from those expressed in the forward-looking
statements: 
 
·      Adverse economic and/or capital access changes in the markets served by us or in countries in which we have
significant investments, including the impact on customer demand and our ability and our suppliers' ability to access
financial markets at favorable rates and terms. 
 
·      Changes in available technology and the effects of such changes, including product substitutions and deployment
costs. 
 
·      Increases in our benefit plans' costs, including increases due to adverse changes in the United States and foreign
securities markets, resulting in worse-than-assumed investment returns and discount rates; adverse changes in mortality
assumptions; adverse medical cost trends, and unfavorable or delayed implementation of healthcare legislation, regulations
or related court decisions. 
 
·      The final outcome of FCC and other federal or state agency proceedings (including judicial review, if any, of such
proceedings) involving issues that are important to our business, including, without limitation, intercarrier compensation,
interconnection obligations, pending Notices of Apparent Liability, the transition from legacy technologies to IP-based
infrastructure including the withdrawal of legacy TDM-based services, universal service, broadband deployment, E911
services, competition policy, net neutrality, including the FCC's order reclassifying broadband as Title II services
subject to much more fulsome regulation, unbundled network elements and other wholesale obligations, multi-channel video
programming distributor services and equipment, availability of new spectrum from the FCC on fair and balanced terms, and
wireless and satellite license awards and renewals. 
 
·      The final outcome of state and federal legislative efforts involving issues that are important to our business,
including deregulation of IP-based services, relief from Carrier of Last Resort obligations, and elimination of state
commission review of the withdrawal of services. 
 
·      Enactment of additional state, federal and/or foreign regulatory and tax laws and regulations pertaining to our
subsidiaries and foreign investments, including laws and regulations that reduce our incentive to invest in our networks,
resulting in lower revenue growth and/or higher operating costs. 
 
·      Our ability to absorb revenue losses caused by increasing competition, including offerings that use alternative
technologies or delivery methods (e.g., cable, wireless, VoIP and Over The Top Video service) and our ability to maintain
capital expenditures. 
 
·      The extent of competition including from governmental networks and other providers and the resulting pressure on
customer and access line totals and segment operating margins. 
 
·      Our ability to develop attractive and profitable product/service offerings to offset increasing competition. 
 
·      The ability of our competitors to offer product/service offerings at lower prices due to lower cost structures and
regulatory and legislative actions adverse to us, including state regulatory proceedings relating to unbundled network
elements and nonregulation of comparable alternative technologies (e.g., VoIP). 
 
·      The continued development and delivery of attractive and profitable video offerings through satellite and U-verse;
the extent to which regulatory and build-out requirements apply to our offerings; and the availability, cost and/or
reliability of the various technologies and/or content required to provide such offerings. 
 
·      Our continued ability to attract and offer a diverse portfolio of wireless service and devices, device financing
plans, and maintain margins. 
 
·      The availability and cost of additional wireless spectrum and regulations and conditions relating to spectrum use,
licensing, obtaining additional spectrum, technical standards and deployment and usage, including network management
rules. 
 
·      Our ability to manage growth in wireless data services, including network quality and acquisition of adequate
spectrum at reasonable costs and terms. 
 
·      The outcome of pending, threatened or potential litigation, including without limitation, patent and product safety
claims by or against third parties. 
 
·      The impact on our networks, including satellites operated by DIRECTV, and business from major equipment failures;
security breaches related to the network or customer information; our inability to obtain handsets, equipment/software or
have handsets, equipment/software serviced, and in the case of satellites launched, in a timely and cost-effective manner
from suppliers; or severe weather conditions, natural disasters, pandemics, energy shortages, wars or terrorist attacks. 
 
·      The issuance by the Financial Accounting Standards Board or other accounting oversight bodies of new accounting
standards or changes to existing standards. 
 
·      The issuance by the Internal Revenue Service and/or state or foreign tax authorities of new tax regulations or
changes to existing standards and actions by federal, state, local or foreign tax agencies and judicial authorities with
respect to applying applicable tax laws and regulations and the resolution of disputes with any taxing jurisdictions. 
 
·      Our ability to integrate our acquisition of DIRECTV. 
 
·      Our ability to adequately fund our wireless operations, including payment for additional spectrum, network upgrades
and technological advancements. 
 
·      Our increased exposure to video competition and foreign economies due to our recent acquisitions of DIRECTV and
Mexican wireless properties, including foreign exchange fluctuations , as well as regulatory and political uncertainty in
Latin America. 
 
·      Changes in our corporate strategies, such as changing network requirements or acquisitions and dispositions, which
may require significant amounts of cash or stock, to respond to competition and regulatory, legislative and technological
developments. 
 
·      The uncertainty surrounding further congressional action to address spending reductions, which may result in a
significant reduction in government spending and reluctance of businesses and consumers to spend in general and on our
products and services specifically, due to this fiscal uncertainty. 
 
Readers are cautioned that other factors discussed in this report, although not enumerated here, also could materially
affect our future earnings. 
 
ITEM 2. PROPERTIES 
 
Our properties do not lend themselves to description by character and location of principal units. At December 31, 2015,
central office equipment represented 30%; outside plant (including cable, wiring and other non-central office network
equipment) represented approximately 25%; satellites represented 1%; other equipment, comprised principally of wireless
network equipment attached to towers, furniture and office equipment and vehicles and other work equipment, represented
26%; land, building and wireless communications towers represented 12%; and other miscellaneous property represented 6%. 
 
Substantially all of the installations of central office equipment are located in buildings and on land we own. Many
garages, administrative and business offices, wireless towers, telephone centers and retail stores are leased. Property, on
which communication towers are located, may be either owned or leased. 
 
ITEM 3. LEGAL PROCEEDINGS 
 
We are a party to numerous lawsuits, regulatory proceedings and other matters arising in the ordinary course of business.
As of the date of this report, we do not believe any pending legal proceedings to which we or our subsidiaries are subject
are required to be disclosed as material legal proceedings pursuant to this item. 
 
We are subject from time to time to judicial and administrative proceedings brought by various governmental authorities
under federal, state or local environmental laws. We are required to discuss three of these proceedings in our Forms 10-Q
and 10-K, because each could result in monetary sanctions (exclusive of interest and costs) of one hundred thousand dollars
or more. However, we do not believe that any of them currently pending will have a material adverse effect on our results
of operations. 
 
(a)   Waste Disposal Inquiry Involving DIRECTV  In August 2012, a government investigation unit organized by the California
Attorney General and the District Attorney for Alameda County, California notified DIRECTV that the unit was investigating
allegations that DIRECTV had failed to properly manage, store, transport and dispose of Hazardous and Universal Waste in
accordance with the California Health & Safety Code. No litigation has been filed. DIRECTV is cooperating with the
investigators and is seeking to resolve all claims. At this time, it is possible that we could face civil penalties in
excess of one hundred thousand dollars but not in an amount that would be material. 
 
(b)   San Diego County Inquiry Involving Cricket Communications, Inc.  In February 2014, the San Diego County Air Pollution
Control District initiated investigation into alleged violations of California regulations governing removal, handling and
disposal of asbestos containing materials arising from an independent dealer's demolition and construction activity in
preparation to install upgraded point of purchase and fixtures in accordance with Cricket Dealer Guidelines. While the
independent dealer was in sole control of contractors performing the work at issue, the County has focused on Cricket
Communications dealer agreement terms and interactions with the independent dealer as a basis for asserting direct
liability against Cricket Communications, Inc. After exchanges of information and discussions, in November 2015, the County
issued a penalty demand in excess of one hundred thousand dollars. We continue communications with the County with a view
for resolution of this matter, and in no event expect monetary settlement amounts including penalties will be material. 
 
(c)   South Coast Air Quality  On January 15, 2016, AT&T Mobility received an offer to enter into an administrative
settlement with California's South Coast Air Quality Management District associated with a Notice of Violation (NOV)
received previously, in 2015. The 2015 NOV alleged violations of local environmental air permitting and emissions rules
issued by the District in connection with operation of a back-up power generator system at one AT&T Mobility facility. The
January 2016 letter followed discussions directed to resolution of the issues raised in the NOV. Based on the terms of the
offer, it is likely that AT&T Mobility may pay civil penalties in excess of one hundred thousand dollars, but in no event
an amount that would be material. 
 
ITEM 4. MINE SAFETY DISCLOSURES 
 
Not applicable. 
 
 EXECUTIVE OFFICERS OF THE REGISTRANT  
 (As of February 1, 2016)              
 
 
 Name                   Age  Position                                                                                                      Held Since  
                                                                                                                                                       
 Randall L. Stephenson  55   Chairman of the Board, Chief Executive Officer    and President                                               6/2007      
 William A. Blase Jr.   60   Senior Executive Vice President - Human Resources                                                             6/2007      
 James W. Cicconi       63   Senior Executive Vice President - External and Legislative   Affairs                                          11/2008     
 Ralph de la Vega       64   Vice Chairman, AT&T Inc. and Chief Executive Officer,    AT&T Business Solutions and AT&T International, LLC  2/2016      
 John M. Donovan        55   Chief Strategy Officer and Group President - AT&T Technology   and Operations                                 2/2016      
 David S. Huntley       57   Chief Compliance Officer                                                                                      12/2014     
 Lori M. Lee            50   Senior Executive Vice President and Global Marketing Officer                                                  4/2015      
 David R. McAtee II     47   Senior Executive Vice President and General Counsel                                                           10/2015     
 John T. Stankey        53   Chief Executive Officer-AT&T Entertainment Group,   AT&T Services, Inc.                                       7/2015      
 John J. Stephens       56   Senior Executive Vice President and Chief Financial Officer                                                   6/2011      
                                                                                                                                                         
 
 
All of the above executive officers have held high-level managerial positions with AT&T or its subsidiaries for more than
the past five years, except for Mr. McAtee. Mr. McAtee was a partner of Haynes and Boone, LLP, a law firm based in Dallas,
Texas, from January 2002 to December 2011. Mr. McAtee joined AT&T as Senior Vice President and Assistant General Counsel in
January 2012. He served as Senior Associate General Counsel from March 2015 to September 2015. Executive officers are not
appointed to a fixed term of office. 
 
PART II 
 
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED 
 
STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES 
 
(a) Our common stock is listed on the New York Stock Exchange. The number of stockholders of record as of December 31, 2015
and 2014 was 1,074,894 and 1,093,818. The number of stockholders of record as of February 10, 2016, was 1,070,877. We
declared dividends, on a quarterly basis, totaling $1.89 per share in 2015 and $1.85 per share in 2014. 
 
Other information required by this Item is included in the Annual Report under the headings "Quarterly Financial
Information" on page 79, "Selected Financial and Operating Data" on page 10, and "Stock Trading Information" on the back
cover, which are incorporated herein by reference pursuant to General Instruction G(2). 
 
(c) In July 2012, the Board of Directors approved an authorization to repurchase 300 million shares, which we completed in
May 2013. In March 2013, our Board of Directors approved an authorization to repurchase up to an additional 300 million
shares of our common stock.  In March 2014, our Board of Directors approved another authorization to repurchase up to an
additional 300 million shares of our common stock. For the year ended December 31, 2015, we repurchased 8 million shares
for distribution through our employee benefit plans totaling $269 under the March 2013 authorization. For the year ended
December 31, 2014, we repurchased 48 million shares totaling $1,617 under the March 2013 authorization. With the completion
of the DIRECTV acquisition, our priority will be to use free cash flow (operating cash flows less construction and capital
expenditures) after dividends to pay down debt. 
 
To implement these authorizations, we used open market repurchase programs, relying on Rule 10b5-1 of the Securities
Exchange Act of 1934 where feasible. 
 
We will continue to fund any share repurchases through a combination of cash from operations, borrowings dependent on
market conditions, or cash from the disposition of certain non-strategic investments. 
 
A summary of our repurchases of common stock during the fourth quarter of 2015 is as follows: 
 
 ISSUER PURCHASES OF EQUITY SECURITIES  
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
 Period                                                                                                                                                                  (a)    Total Number of Shares (or Units) Purchased1,2     (b)     Average Price Paid Per Share (or Unit)         (c)  Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs1              (d) Maximum Number (or Approximate Dollar Value) of Shares (or Units) That May Yet Be Purchased Under The Plans or Programs  
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
 October 1, 2015 -October 31, 2015                                                                                                                                       5,912                                                     $                                               -                                                                                                          -                                                                                                                                       414,550,000  
 November 1, 2015 -November 30, 2015                                                                                                                                     2,500,377                                                                                                 33.14                                                                                                      2,500,000                                                                                                                               412,050,000  
 December 1, 2015 -December 31, 2015                                                                                                                                     5,511,183                                                                                                 33.77                                                                                                      5,500,000                                                                                                                               406,550,000  
 Total                                                                                                                                                                   8,017,472                                                 $                                               33.57                                                                                                      8,000,000                                                                                                                                            
  1                                     In March 2014, our Board of Directors approved an authorization to repurchase up to 300 million shares of our common             
                                        stock. In March 2013, our Board of Directors approved an authorization to repurchase up to 300 million shares of our             
                                        common stock. The authorizations have no expiration date.                                                                        
  2                                     Of the shares purchased, 17,472 shares were acquired through the withholding of taxes on the vesting of restricted stock or      
                                        through the payment in stock of taxes on the exercise price of options.                                                          
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
 
 
ITEM 6. SELECTED FINANCIAL DATA 
 
Information required by this Item is included in the Annual Report under the heading "Selected Financial and Operating
Data" on page 10, which is incorporated herein by reference pursuant to General Instruction G(2). 
 
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION 
 
Information required by this Item is included in the Annual Report on pages 11 through 40, which is incorporated herein by
reference pursuant to General Instruction G(2). 
 
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 
 
Information required by this Item is included in the Annual Report under the heading "Market Risk" on page 35, which is
incorporated herein by reference pursuant to General Instruction G(2). 
 
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 
 
Information required by this Item is included in the Annual Report on pages 41 through 79, which is incorporated herein by
reference pursuant to General Instruction G(2). 
 
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING 
 
AND FINANCIAL DISCLOSURE 
 
During our two most recent fiscal years, there has been no change in the independent accountant engaged as the principal
accountant to audit our financial statements and the independent accountant has not expressed reliance on other independent
accountants in its reports during such time period. 
 
ITEM 9A. CONTROLS AND PROCEDURES 
 
Disclosure Controls and Procedures 
 
The registrant maintains disclosure controls and procedures that are designed to ensure that information required to be
disclosed by the registrant is recorded, processed, summarized, accumulated and communicated to its management, including
its principal executive and principal financial officers, to allow timely decisions regarding required disclosure, and
reported within the time periods specified in the SEC's rules and forms. The Chief Executive Officer and Chief Financial
Officer have performed an evaluation of the effectiveness of the design and operation of the registrant's disclosure
controls and procedures as of December 31, 2015. Based on that evaluation, the Chief Executive Officer and Chief Financial
Officer concluded that the registrant's disclosure controls and procedures were effective as of December 31, 2015. 
 
Internal Control Over Financial Reporting 
 
(a)  Management's Annual Report on Internal Control over Financial Reporting 
 
The management of AT&T is responsible for establishing and maintaining adequate internal control over financial reporting.
AT&T's internal control system was designed to provide reasonable assurance as to the integrity and reliability of the
published financial statements. AT&T management assessed the effectiveness of the company's internal control over financial
reporting as of December 31, 2015. In making this assessment, it used the criteria set forth by the Committee of Sponsoring
Organizations of the Treadway Commission (COSO) in Internal Control - Integrated Framework (2013 framework). We have
excluded from the scope of our assessment of internal control over financial reporting the operations and related assets of
DIRECTV and Mexico wireless operations (Mexico), which we acquired in 2015. At December 31, 2015 and for the period from
acquisition through December 31, 2015, total assets and operating revenues subject to DIRECTV's internal control over
financial reporting represented 20.3% and 9.9% of AT&T's consolidated total assets and total revenues as of and for the
year ended December 31, 2015. At December 31, 2015 and for the period from acquisition through December 31, 2015, total
assets and operating revenues subject to Mexico's internal control over financial reporting represented 1.6% and 1.3% of
AT&T's consolidated total assets and total revenues as of and for the year ended December 31, 2015. Based on its
assessment, AT&T management believes that, as of December 31, 2015, the Company's internal control over financial reporting
is effective based on those criteria. 
 
(b)  Attestation Report of the Independent Registered Public Accounting Firm 
 
The independent registered public accounting firm that audited the financial statements included in the Annual Report
containing the disclosure required by this Item, Ernst & Young LLP, has issued an attestation report on the Company's
internal control over financial reporting. The attestation report issued by Ernst & Young LLP is included in the Annual
Report on page 81, which is incorporated herein by reference pursuant to General Instruction G(2). 
 
ITEM 9B. Other Information 
 
There is no information that was required to be disclosed in a report on Form 8-K during the fourth quarter of 2015 but was
not reported. 
 
PART III 
 
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE 
 
Information regarding executive officers required by Item 401 of Regulation S-K is furnished in a separate disclosure at
the end of Part I of this report since the registrant did not furnish such information in its definitive proxy statement
prepared in accordance with Schedule 14A. Information regarding directors required by Item 401 of Regulation S-K is
incorporated herein by reference pursuant to General Instruction G(3) from the registrant's definitive proxy statement,
dated on or about March 11, 2016 (Proxy Statement) under the heading "Election of Directors." 
 
The registrant has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of
the Securities Exchange Act of 1934. The members of the committee are Messrs. Di Piazza, Jr., Madonna, McCallister, and
Mses. Taylor and Tyson. The additional information required by Item 407(d)(5) of Regulation S-K is incorporated herein by
reference pursuant to General Instruction G(3) from the registrant's Proxy Statement under the heading "Audit Committee." 
 
The registrant has adopted a code of ethics entitled "Code of Ethics" that applies to the registrant's principal executive
officer, principal financial officer, principal accounting officer, or controller or persons performing similar functions.
The additional information required by Item 406 of Regulation S-K is provided in this report under the heading "General"
under Part I, Item 1. Business. 
 
ITEM 11. EXECUTIVE COMPENSATION 
 
Information required by Item 402(k) of Regulation S-K is incorporated herein by reference pursuant to General Instruction
G(3) from the registrant's Proxy Statement under the heading "Compensation of Directors." Information regarding officers is
included in the registrant's Proxy Statement on the pages beginning with the heading "Compensation Discussion and Analysis"
and ending with, and including, the pages under the heading "Potential Payments upon Change in Control" which are
incorporated herein by reference pursuant to General Instruction G(3). Information required by Item 407(e)(5) of Regulation
S-K is included in the registrant's Proxy Statement under the heading "Compensation Committee Report" and is incorporated
herein by reference pursuant to General Instruction G(3) and shall be deemed furnished in this Annual Report on Form 10-K
and will not be deemed incorporated by reference into any filing under the Securities Act of 1933 or the Securities
Exchange Act of 1934. 
 
Information required by this Item is included in the registrant's Proxy Statement, under the heading "Compensation of
Directors," and the pages beginning with the heading "Summary Compensation Table," and ending with, and including, the page
immediately before the heading "Equity Compensation Plan Information" which are incorporated herein by reference pursuant
to General Instruction G(3). 
 
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND 
 
MANAGEMENT AND RELATED STOCKHOLDER MATTERS 
 
Information required by Item 403 of Regulation S-K is included in the registrant's Proxy Statement under the heading
"Common Stock Ownership," which is incorporated herein by reference pursuant to General Instruction G(3). 
 
Information required by Item 201(d) of Regulation S-K is incorporated herein by reference pursuant to General Instruction
G(3) from the registrant's Proxy Statement under the heading "Equity Compensation Plan Information." 
 
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE 
 
Information required by Item 404 of Regulation S-K is included in the registrant's Proxy Statement under the heading
"Related Person Transactions," which is incorporated herein by reference pursuant to General Instruction G(3). Information
required by Item 407(a) of Regulation S-K is included in the registrant's Proxy Statement under the heading "Independence
of Directors," which is incorporated herein by reference pursuant to General Instruction G(3). 
 
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES 
 
Information required by this Item is included in the registrant's Proxy Statement under the heading "Principal Accountant
Fees and Services," which is incorporated herein by reference pursuant to General Instruction G(3). 
 
Part IV 
 
ITEM 15. EXHIBITS and FINANCIAL STATEMENT SCHEDULES 
 
(a) Documents filed as a part of the report: 
 
Page 
 
(1) Report of Independent Registered Public Accounting Firm..................................................           * 
 
Financial Statements covered by Report of Independent Registered Public Accounting Firm: 
 
Consolidated Statements of Income....................................................................................      
    * 
 
Consolidated Statements of Comprehensive Income.......................................................           * 
 
Consolidated Balance Sheets............................................................................................... 
         * 
 
Consolidated Statements of Cash Flows............................................................................          
* 
 
Consolidated Statements of Changes in Stockholders' Equity.......................................           * 
 
Notes to Consolidated Financial Statements.....................................................................          
* 
 
*  Incorporated herein by reference to the appropriate portions of the registrant's Annual Report to Stockholders for the
fiscal year ended December 31, 2015. (See Part II.) 
 
Page 
 
(2) Financial Statement Schedules: 
 
II - Valuation and Qualifying Accounts..............................................................................       
 24 
 
Financial statement schedules other than those listed above have been omitted because the required information is contained
in the financial statements and notes thereto, or because such schedules are not required or applicable. 
 
(3) Exhibits: 
 
Exhibits identified in parentheses below, on file with the SEC, are incorporated herein by reference as exhibits hereto.
Unless otherwise indicated, all exhibits so incorporated are from File No. 1-8610. 
 
 Exhibit Number                                                                                                                                                                                                                                                                                                                                                                                                                                                        
 2               Agreement and Plan of Merger, dated as of May 18, 2014, among AT&T Inc., DIRECTV and Steam Merger Sub LLC. (Exhibit 10.1 to Form 8-K dated May 18, 2014.)                                                                                                                                                                                                                                                                                             
                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 3-a             Restated Certificate of Incorporation, filed with the Secretary of State of Delaware on December 13, 2013. (Exhibit 3.1 to Form 8-K dated December 13, 2013.)                                                                                                                                                                                                                                                                                         
                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 3-b             Bylaws amended December 18, 2015. (Exhibit 3 to Form 8-K dated December 18, 2015.)                                                                                                                                                                                                                                                                                                                                                                    
                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 4-a             No instrument which defines the rights of holders of long-term debt of the registrant and all of its consolidated subsidiaries is filed herewith pursuant to Regulation S-K, Item 601(b)(4)(iii)(A), except for the instruments referred to in 4-b, 4-c, 4-d, 4-e, 4-f, 4-g, 4-h, 4-i, and 4-j below. Pursuant to this regulation, the registrant hereby agrees to furnish a copy of any such instrument not filed herewith to the SEC upon request.  
                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 4-b             Guaranty of certain obligations of Pacific Bell Telephone Co. and Southwestern Bell Telephone Co. (Exhibit 4-c to Form 10-K for 2011.)                                                                                                                                                                                                                                                                                                                
                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 4-c             Guaranty of certain obligations of Ameritech Capital Funding Corp., Indiana Bell Telephone Co. Inc., Michigan Bell Telephone Co., Pacific Bell Telephone Co., Southwestern Bell Telephone Company, Illinois Bell Telephone Company, The Ohio Bell Telephone Company, The Southern New England Telephone Company, Southern New England Telecommunications Corporation, and Wisconsin Bell, Inc.  (Exhibit 4-d to Form 10-K for 2011.)                  
                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 4-d             Guarantee of certain obligations of AT&T Corp. (Exhibit 4-e to Form 10-K for 2011.)                                                                                                                                                                                                                                                                                                                                                                   
                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 4-e             Guarantee of certain obligations of BellSouth Corp. (Exhibit 4-f to Form 10-K for 2011.)                                                                                                                                                                                                                                                                                                                                                              
                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 4-f             Cingular Third Supplemental Indenture. (Exhibit 4-g to Form 10-K for 2011.)                                                                                                                                                                                                                                                                                                                                                                           
                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 4-g             Indenture, dated as of May 15, 2013, between AT&T Inc. and The Bank of New York Mellon Trust Company, N.A. as Trustee. (Exhibit 4.1 to Form 8-K dated May 15, 2013.)                                                                                                                                                                                                                                                                                  
                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 4-h             Indenture dated as of November 1, 1994 between SBC Communications Inc. and The Bank of New York, as Trustee. (Exhibit 4-h to Form 10-K for 2013.)                                                                                                                                                                                                                                                                                                     
                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 4-i             2020 Notes Supplemental Indenture, dated as of March 13, 2014, among AT&T Inc., Cricket Communications, Inc., Leap Wireless International, Inc., as Guarantor, Cricket License Company, LLC, as Guarantor, and Wells Fargo Bank, N.A., as trustee. (Exhibit 4.2 to Form 8-K dated March 14, 2014.)                                                                                                                                                    
                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 4-j             Convertible Notes Supplemental Indenture, dated as of March 13, 2014, among Leap Wireless International, Inc., AT&T Inc. and Wells Fargo Bank, N.A., as trustee. (Exhibit 4.4 to Form 8-K dated March 14, 2014.)                                                                                                                                                                                                                                      
                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 10-a            2011 Incentive Plan, amended September 24, 2015. (Exhibit 10-a to Form 10-Q filed for September 30, 2015.)                                                                                                                                                                                                                                                                                                                                            
                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 10-b            Supplemental Life Insurance Plan, amended and restated effective September 24, 2015. (Exhibit 10-e to Form 10-Q filed for September 30, 2015.)                                                                                                                                                                                                                                                                                                        
                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 10-c            Supplemental Retirement Income Plan, amended and restated December 31, 2008. (Exhibit 10-e to Form 10-K for 2013.)                                                                                                                                                                                                                                                                                                                                    
                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 10-d            2005 Supplemental Employee Retirement Plan, amended December 18, 2014. (Exhibit 10.1 to Form 8-K dated December 18, 2014.)                                                                                                                                                                                                                                                                                                                            
                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 10-e            Senior Management Deferred Compensation Program of 1988 (effective for Units of Participation Having a Unit Start Date of January 1, 1988 or later) as amended through April 1, 2002. (Exhibit 10-g to Form 10-K for 2013.)                                                                                                                                                                                                                           
                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 10-f            Salary and Incentive Award Deferral Plan, dated December 31, 2004. (Exhibit 10-k to Form 10-K for 2011.)                                                                                                                                                                                                                                                                                                                                              
                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 10-g            Stock Savings Plan, dated December 31, 2004. (Exhibit 10-l to Form 10-K for 2011.)                                                                                                                                                                                                                                                                                                                                                                    
                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 10-h            Stock Purchase and Deferral Plan, amended September 24, 2015. (Exhibit 10-d to Form 10-Q filed for September 30, 2015.)                                                                                                                                                                                                                                                                                                                               
 
 
 10-i       Cash Deferral Plan, amended and restated September 24, 2015. (Exhibit 10-b to Form 10-Q filed for September 30, 2015.)                                                                                                    
                                                                                                                                                                                                                                      
 10-j       Master Trust Agreement for AT&T Inc. Deferred Compensation Plans and Other Executive Benefit Plans and subsequent amendments dated August 1, 1995 and November 1, 1999. (Exhibit 10-dd to Form 10-K for 2009.)            
                                                                                                                                                                                                                                      
 10-k       Officer Disability Plan, amended and restated effective January 1, 2010. (Exhibit 10-i to Form 10-Q filed for June 30, 2009.)                                                                                             
                                                                                                                                                                                                                                      
 10-l       AT&T Inc. Health Plan, amended July 28, 2015 and effective January 1, 2016.                                                                                                                                               
                                                                                                                                                                                                                                      
 10-m       Pension Benefit Makeup Plan No.1, amended and restated December 31, 2011.                                                                                                                                                 
                                                                                                                                                                                                                                      
 10-n       AT&T Inc. Equity Retention and Hedging Policy. (Exhibit 10.2 to Form 8-K dated December 15, 2011.)                                                                                                                        
                                                                                                                                                                                                                                      
 10-o       Administrative Plan, amended and restated effective September 24, 2015. (Exhibit 10-c to Form 10-Q filed for September 30, 2015.)                                                                                         
                                                                                                                                                                                                                                      
 10-p       AT&T Inc. Non-Employee Director Stock and Deferral Plan, amended September 25, 2015. (Exhibit 99.1 to Form 8-K dated September 25, 2015.)                                                                                 
                                                                                                                                                                                                                                      
 10-q       AT&T Inc. Non-Employee Director Stock Purchase Plan, effective June 27, 2008. (Exhibit 10-t to Form 10-K for 2013.)                                                                                                       
                                                                                                                                                                                                                                      
 10-r       Communications Concession Program for Directors, amended and restated February 1, 2013. (Exhibit 10-aa to Form 10-K for 2012.)                                                                                            
                                                                                                                                                                                                                                      
 10-s       Form of Indemnity Agreement, effective July 1, 1986, between SBC (now AT&T Inc.) and its directors and officers. (Exhibit 10-bb to Form 10-K for 2011.)                                                                   
                                                                                                                                                                                                                                      
 10-t       Transition Agreement by and between BellSouth Corporation and Rafael de la Vega, dated December 29, 2003.  (Exhibit 10-cc to Form 10-K for 2011.)                                                                         
                                                                                                                                                                                                                                      
 10-u       AT&T Corp. Executive Deferred Compensation Plan (formerly known as AT&T Corp. Senior Management Incentive Award Deferral Plan), amended and restated January 1, 2008. (Exhibit 10-aa to Form 10-K for 2013.)              
                                                                                                                                                                                                                                      
 10-v       Master Trust Agreement for AT&T Corp. Deferred Compensation Plans and Other Executive Benefit Plans, effective January 13, 1994. (Exhibit 10-nn to Form 10-K for 2011.)                                                   
                                                                                                                                                                                                                                      
 10-v(i)    First Amendment to Master Trust Agreement, effective December 23, 1997. (Exhibit 10-nn(i) to Form 10-K for 2011.)                                                                                                         
                                                                                                                                                                                                                                      
 10-w       AT&T Corp. Non-Qualified Pension Plan, as amended and restated effective December 31, 2008. (Exhibit 10-cc to Form 10-K for 2013.)                                                                                        
                                                                                                                                                                                                                                      
 10-x       AT&T Corp. Excess Benefit and Compensation Plan, as amended and restated effective December 31, 2008. (Exhibit 10-dd to Form 10-K for 2013.)                                                                              
                                                                                                                                                                                                                                      
 10-y       BellSouth Corporation Nonqualified Deferred Compensation Plan, dated January 1, 2005. (Exhibit 10-ss to Form 10-K for 2011.)                                                                                              
                                                                                                                                                                                                                                      


- More to follow, for following part double click  ID:nRSZ3512Qc

Recent news on AT&T

See all news