AT&T Canada Inc.

On September 22, 1999, AT&T Canada Inc. completed concurrent offerings of US $500 million 7.65 per cent Senior Notes due 2006 (“US$ Notes”) and Cdn.$150 million 7.15 per cent Senior Notes due 2004 (“C$ Notes”), for aggregate gross proceeds of approximately Cdn.$886 million. The US$ Notes were offered by way of private placement in the United States and the C$ Notes were offered in a public offering pursuant to a prospectus in Canada. The proceeds of the offerings are expected to be used principally to redeem $500 million of redeemable preferred shares of Unitel Communications Inc. (an indirect subsidiary of AT&T Canada Inc.), to repay other outstanding indebtedness and to fund the future cost of construction, acquisition, development, engineering and improvement of telecommunications assets.

Legal advice was provided to AT&T Canada Inc. with respect to both offerings by Ward Sellers and by associates Doug Bryce and Alexis Gosselin of Osler, Hoskin & Harcourt LLP, and with respect to the U.S. legal matters by Tom Brome and associate Candace Kronholm of Cravath, Swaine & Moore. The U.S. offering underwriting syndicate of Bear, Stearns & Co. Inc., Salomon Smith Barney, Goldman, Sachs & Co. and RBC Dominion Securities Corporation, and the Canadian underwriting syndicate of RBC Dominion Securities Inc., CIBC World Markets and Scotia McLeod Inc. were advised by Raymond Lin and associate Belinda Grondin of Latham & Watkins, as to American legal matters, and by James Scarlett and associate Glen Johnson of McMillan Binch as to Canadian legal matters.

AT&T Canada Inc. was created on June 1999 from the merger of AT&T Canada Long Distance Services Company, MetroNet Communications Corp. and ACC TelEnterprises Ltd.


Alexis Gosselin Douglas A. Bryce Thomas R. Brome Raymond Y. Lin Ward A. Sellers Glen R. Johnson James D. Scarlett


Osler, Hoskin & Harcourt LLP Cravath, Swaine & Moore LLP Latham & Watkins LLP McMillan LLP