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   DA 07-3796

   Joan Marsh

   Vice President - Federal Regulatory

   AT&T Services, Inc.

   1120 20th Street, N.W.

   Suite 1000

   Washington, D.C. 20036

   Re: IRU Divestitures in connection with the AT&T/BellSouth Merger

   Dear Ms. Marsh:

   The Wireline Competition Bureau and the Enforcement Bureau of the Federal
   Communications Commission have completed the review of the proposed
   divestiture of an indefeasible right of use to fiber strands to the
   buildings listed in Attachment B to Appendix F of the AT&T/BellSouth
   Merger Order and do not object to the proposed divestiture.

   This lack of objection is based on a thorough review of all of the
   information you provided, including the documents submitted and the
   representations made by you in your letter of July 30, 2007. Our review
   was conducted consistent with the divestiture framework agreed to in the
   SBC/AT&T Consent Decree.

   Sincerely,

   Thomas J. Navin

   Chief, Wireline Competition Bureau

   Kris A. Monteith

   Chief, Enforcement Bureau

   See AT&T Inc. and BellSouth Corporation Application for Transfer of
   Control, WC Docket No. 06-74, Memorandum Opinion and Order, 22 FCC Rcd
   5662, App. F (2007) (providing for the divestiture of facilities)
   (AT&T/BellSouth Merger Order).

   See United States v. SBC Communications, Inc., Civil Action No.
   1:05CV02102, Final Judgment (D.D.C. filed Oct. 27, 2005).

                       Federal Communications Commission

                             Washington, D.C. 20554

   Adopted: August 29, 2007

   Released: August 29, 2007