Southwestern Bell Communication Services, Inc

Agreement No. 00012603-04

Amendment

No. 00012603-04

Between

Southwestern Bell Communication Services, Inc.

And

SBC Services, Inc. on behalf of Nevada Bell Telephone Company, Pacific Bell Telephone Company and Southwestern Bell Telephone Company, Illinois Bell Telephone Company, Michigan Bell Telephone Company, The Ohio Bell Telephone Company, Indiana Bell Telephone Company, Incorporated, and Wisconsin Bell, Inc.

AMENDMENT NO.4

AGREEMENT NO. 00012603

This Amendment 04, effective on the date when signed by the last Party ("Amendment 04 Effective Date"), and amending Agreement No. 00012603, is by and between Southwestern Bell Communication Services, Inc. d/b/a SBC Long Distance, a Delaware corporation (“Supplier” or “SBCS”) and SBC Services, Inc., a Delaware corporation on behalf of Nevada Bell Telephone Company, Pacific Bell Telephone Company and Southwestern Bell Telephone Company , Illinois Bell Telephone Company, Michigan Bell Telephone Company, The Ohio Bell Telephone Company, Indiana Bell Telephone Company, Incorporated, and Wisconsin Bell, Inc. (“Customers”).

WITNESSETH

WHEREAS, Supplier and Customers entered into Agreement No. 00012603, on June 6, 2000, (the “Agreement”), as amended by Amendment 01 effective March 21, 2001 but then subsequently rescinded on November 26, 2002, as amended by Amendment 02 effective June 6, 2003; and as amended by Amendment 03 effective January 23, 2004; and,

WHEREAS, the parties want to clarify the Agreement.

Now, THEREFORE, in consideration of the premises and the covenants hereinafter contained, the Parties hereto agree to amend the Agreement as follows:

1.)This Agreement applies only to Services provided to SBC BOC and other SBC affiliates that are governed by Sections 272(b)(5) or 272(c) of the Communications Act of 1934, as amended, or the FCC's affiliate transaction rules. Customer may not purchase services for any other entity, including any other SBC affiliate, under this Agreement.

2.) Except as expressly stated herein, the Agreement shall continue in full force and effect according to its original and amended terms. In the event of any conflict or inconsistency between the terms of this Amendment 04 and any provision of the Agreement, this Amendment 04 shall govern and control.

IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized representatives:

SOUTHWESTERN BELL COMMUNICATIONS SERVICES, INC. / NEVADA BELL TELEPHONE COMPANY, PACIFIC BELL TELEPHONE COMPANY, and SOUTHWESTERN BELL TELEPHONE COMPANY / ILLINOIS BELL TELEPHONE COMPANY, MICHIGAN BELL TELEPHONE COMPANY, THE OHIO BELL TELEPHONE COMPANY, INDIANA BELL TELEPHONE COMPANY, INC. and WISCONSIN BELL, INC.
William McCracken / Ron Watt / Ron Watt
CFO, Vice President / Director, SBC Procurement / Director, SBC Procurement
Date: / Date: / Date:
SOUTHWESTERN BELL COMMUNICATIONS SERVICES, INC.
Joe Carrisalez
Executive Director, Regulatory
Date:

Proprietary Information

The information contained in this Agreement is not for use or disclosure outside SBC, Supplier, their Affiliates and their third party representatives, except under written Agreement by the contracting Parties.