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					                       AT&T Ameritech /SBC Retirees
                                              We are AASBCR®
Proudly working on behalf of retirees of the Bell System and successor companies of the New AT&T, located
                                                         AASBCR® Board of Directors
                                                     Carole Lovell President – Director of Membership
                                               Chet Przybyslawski Vice President – CFO
                                                      Ray Sternot Vice President -- Legislation
                                                   Ron Widlewski Vice President – Communications
                                                   Richard Runge Secretary
                                                    Ben A. Goodin Attorney – Agent

                            1st Quarter Newsletter, March, 2013
My fellow retirees,

                     AASBCR® Board Members including Ray Sternot, Chester
                     Przybyslawski and myself recently went to Washington DC to
                     meet with several members of Congress. Our goal was to
                     share with them the National Retiree Legislative Network -
                     NRLN - Legislative Agenda for 2013. The agenda includes
                     white papers regarding Social Security, Medicare, Healthcare
                     and Pension protection. The meetings were productive and
the Congressional Staff members seemed to be receptive to the retiree issues as
presented. We requested support for these white papers by sponsoring or co-
sponsoring legislation on these issues. Ray Sternot will say more on this in his

                                          AASBCR® State Representatives
          Florida, Louisiana     Pat Reichard                         Ohio   Lee Grimes
                      Illinois   Ralph Kolderup                       Ohio   Jim Martin
                      Illinois   Larry Smith                          Ohio   Elaine Wolan
                    All Other    Pamela Zitron     Texas, Kansas, Missouri   Rene Miller
                     Indiana     Loretta McDowell               Wisconsin    Bob Ledvina
                    Michigan     Ron Rhodes                     Wisconsin    Carol Linder
                                Office / Fax Number (312) 962-2770
                            P.O. Box 7477, Buffalo Grove, IL 60089-7477
                                 1st Quarter Newsletter
                                      March, 2013

The AASBCR® Annual Meeting will be via voice conference service. It will be
held on Thursday, June 13. It will be at noon Central Time/ 1 PM Eastern Time/
11 AM mountain time. Please mark your calendars. Any members wishing to join
in, please let us know by Monday, June 10 so that we can reserve enough ports for
participants. You can leave a message on the virtual office number at (312) 962-
2770 or send an email to We will supply you with the telephone
number to call and the password near the date of the conference call. If you have
any questions, please provide them so that we can be prepared to reply at the time
of the call.

It is springtime. Many of you attend retiree lunches and breakfasts with fellow
AT&T retirees. Some of whom may not be members, are working through benefit
issues alone with no ability to escalate issues to AT&T HR. They also have no
input with their Senators and Representatives to suggest retiree friendly legislation.
These retirees need to be encouraged to join AASBCR®. You are the best
salesman for AASBCR®. You already know what AASBCR® does and how it
supports retirees. When you attend these events with retired friends, bring a copy
of the AASBCR® brochure. It is a professionally created brochure explaining what
AASBCR® is all about. Members can find it by logging into the AASBCR®
website at On the left side, click on PRINTABLE
DOCUMENTS, then click on AASBR® Member Brochure If you need more
copies of the brochure, just send me an email at or
call our virtual office number at (312) 962-2770 and I will return your call. Please
do what you can to support AASBCR® in these efforts. Let retired friends and
neighbors know about AASBCR®.

Please enjoy a lovely spring. I wish you health and happiness. If you are
traveling to visit friends and family, travel safe. As we grow older, we all realize
that it is family and friends that make life enjoyable.
                            Office / Fax Number (312) 962-2770
P.O. Box 7477, Buffalo Grove, IL 60089-7477                               Page 2 of 11
                                 1st Quarter Newsletter
                                      March, 2013

Stay happy, healthy and safe.

Carole Lovell

From the Desk of Ray Sternot, VP-Legislation
Contact Your Congressmen/Senators

                              During the first week in February, our President and our
                              CFO, Carole Lovell and Chet Przybyslawski and I
                              were in Washington, D.C. to participate in the NRLN’s
                              2013 Legislative Agenda Conference and Lobbying
                              Effort. It was no picnic. We did a lot of walking and
                              talking and felt like we were back on the job again.

On the first day, attendees listened to various presentations about retiree pension
and healthcare issues and what retirees can do about these issues. Members in
attendance agreed that we needed to continue to expand our lobbying efforts and
turn up the heat on members of Congress about the problems facing retirees,
specifically the need for improvements to laws affecting retiree income and
healthcare preservation. Days 2 and 3 saw us all off to Capitol Hill to lobby
various members of Congress. Our small contingent (38 attendees) couldn’t meet
with all 60 Senators and 435 Congressional Representatives but we did our best to
meet with as many as we could.

We presented our packets of information on Pensions and Healthcare. (See links at
end of letter.) However, we focused primarily on competition in the drug industry,
an issue we (the NRLN) felt was a no-brainer. In the area of drug importation, we
used the example that in Wisconsin it is perfectly legal for Wisconsin residents to
cross the Canadian border and buy prescription drugs. A GM retiree who was at
the meetings told us that he obtained a 90 day prescription drug for his wife for
$39. He indicated that the same drug for a 30 day supply in the US would be
$266/month ($798 for a 90 day supply). Many foreign countries limit the price that
drug companies can charge their citizens (a form of price control). While we
aren’t for price controls, we are for a level playing field for drug pricing. One way

                            Office / Fax Number (312) 962-2770
P.O. Box 7477, Buffalo Grove, IL 60089-7477                               Page 3 of 11
                                 1st Quarter Newsletter
                                      March, 2013

is to allow drugs to be imported. If you can bring in the same drug from Canada at
a lower price, then maybe the same drug here will come down in price as well.

A second area involving competition is the practice by drug companies of paying
developers to delay the manufacture of generic drugs. How does that help lower
drug prices or improve competition? We don’t think that it does.

The third suggestion was to implement competitive bidding for drugs used by
Medicare patients (similar to what the Veterans Administration does today).
Wouldn’t competitive bidding help Medicare as well as other healthcare providers,
like AT&T, to get drugs for us at lower prices?

We pointed out that these ideas, if implemented, would lower costs for retirees and
lower costs to Medicare. In most of our meetings, these suggestions were well
received, however there was an exception. The legislative aide for a Wisconsin
Senator said it was OK for Wisconsin residents to get drugs for lower prices from
Canada but not OK for residents of other states. The Senator felt it was a State
(rights) versus a Federal (rights) issue. That logic seemed rather confusing. We
understand States Rights and we all believe in competition and fairness in the
marketplace. But we asked ourselves should a United States Senator be looking to
improve things for all US citizens or just those in his state? Bottom line, since we
are dealing with drugs being developed in foreign countries isn’t drug importation
something that Congress should have some say in?

Very shortly it is expected that one or more prescription drug bills will be
introduced in this new session of Congress. As members of AASBCR® in support
of the NRLN, you will be asked to respond to action alerts and write your members
of Congress. In addition, if you can volunteer to meet with your Congressional
representative in his/her local office that would be even better to make the point
about retirees needing Congressional sponsorship and support to fix the income
and healthcare laws in the US. Please volunteer to contact your member of
Congress. I know the lobbyists of big pharma and insurance companies are talking
to them. If you don’t act, who will protect your benefits?

      Capitol Hill Folders: 01 Table of Contents | 02 Dear Member of Congress Talking
      Points: 03 Social Security | 04 PBGC Reforms | 05 Pension Asset Protection | 07
      Retirement Health Maintenance of Cost Protection |08 Mergers, Acquistions, & Spinoffs
      |09 Drug Costs |10 Bankruptcy Executive Summaries: 11 Back Door Reversions |12
      Bankruptcy Reform |13 PBGC |14 Mergers & Acquisitions |15 Social Security |16 Drug
      Costs |17 MCP |18 Medicare

Ray Sternot
                            Office / Fax Number (312) 962-2770
P.O. Box 7477, Buffalo Grove, IL 60089-7477                                     Page 4 of 11
                                 1st Quarter Newsletter
                                      March, 2013

News Flashes....
In case you didn't know
                                                     John E. Karlin, Who Led the
                                                     Way to All-Digit Dialing, Dies
                                                     at 94. John E. Karlin, 1918-2013

                                                     Click link below to read a very
                                                     interesting story. (Sorry, but the article
                                                     is too long to include in the non-email
                                                     version of the newsletter.)

        State Rep Change....
Please welcome new Wisconsin State Rep Carol Linder. She will be sharing duties with Bob

Burma Shave Signs from the 1940's

OUT SO FAR                      TO GAIN A MINUTE               LET'S REHEARSE
IT MAY GO HOME                  YOU NEED YOUR HEAD             ALL TOGETHER
Burma Shave                     Burma Shave                    Burma Shave

OF PAUL FOR BEER                LOOK EACH WAY                  DRIVER IN TREE
HEMISPHERE                      BUT IT'S HARD TO PLAY          AND SO WAS HE.
Burma Shave                     Burma Shave                    Burma Shave

DROVE TOO LONG                  SPEED WAS HIGH                 AROUND THE CURVE
IS NOT AMUSING                  X MARKS THE SPOT               WASN'T IT?
Burma Shave                     Burma Shave                    Burma Shave

                            Office / Fax Number (312) 962-2770
P.O. Box 7477, Buffalo Grove, IL 60089-7477                                      Page 5 of 11
                                  1st Quarter Newsletter
                                       March, 2013

Health Tips

Facebook Testimonial:

   John Johnsen

I am a paid member of AASBCR and was having trouble getting Drug Plan information from
benefits. My wife turned 65 in January and uses Caremark mail order prescription service like I
do. At 65 you switch to another Caremark run plan called Silver Script. We never got the info.
from AT&T. I e-mailed AASBCR and told them what was going on. I got an e-mail from Carole
Lovell who "bird dogged" HR and I got a call right away. The woman that called from HR said
she would get it resolved quickly and get back to me. I just wanted to say how much help Carole
was to us and really appreciate what she and AASBCR have done to help. If you aren't a
member it might not hurt to join. I'm glad I did. Thanks Carole !!

AASBCR® Brochures on Website:
AASBCR has brochures available for printing on our website. Members can share these
brochures with their retiree friends either directly or when they attend outings such as the
Pioneer meetings or any other meetings where retirees gather either formally or informally.
                               Office / Fax Number (312) 962-2770
P.O. Box 7477, Buffalo Grove, IL 60089-7477                                         Page 6 of 11
                                  1st Quarter Newsletter
                                       March, 2013
These Brochures are a great way to get the word out about our organization, what we are doing
for retirees and why they should join and become a part of preserving our earned benefits.

Please visit , you can print as many
copies as you need.

          The Jim Kempe AASBCR Memorial Fund
A founding AASBCR Member and our first attorney, Jim took care of all the
                   forms necessary to launch and maintain the
                   AASBCR®. And he did it without charging the
                   Association for his professional work. A Memorial
                   Fund has been established to help defray future legal
                   costs incurred by the AASBCR®.

                               Contributions to the fund may be made using a
                               credit card on the AASBCR® website
                      or by mailing a check to:

                               Jim Kempe Memorial Fund
                                      P.O. Box 7477
                               Buffalo Grove, IL 60089-7477

The AASBCR accepts a limited amount of advertisements from its members and friends. These
advertisements are of wide interest to our membership. The revenue from these ads is used to
offset the publication of our Quarterly Newsletter. AASBCR offers these ads with no warranties
expressed or implied.

During the past quarter we have sent the following correspondence via e-mail.

Blue Bulletins
Blue Bulletin Vol.8 No.001 January, 2013

                              Office / Fax Number (312) 962-2770
P.O. Box 7477, Buffalo Grove, IL 60089-7477                                       Page 7 of 11
                                  1st Quarter Newsletter
                                       March, 2013
AT&T 2013 Healthcare Increases
AASBCR® is committed to supports its' former employer and wants AT&T to succeed. A rather
troubling situation has occurred during 2013 Annual Enrollment. The previously bargained for
retirees who are not yet of Medicare age saw healthcare increases from ten times (1000%) to
fifteen times (1500%) the cost of the 2012 monthly premiums. When questioning these huge
increases, the AASBCR® Benefit Directors were informed that AT&T had advised the unions
during 2009 bargaining that a Defined Dollar Benefit (DDB) cap was being implemented on
previous bargained for retirees and dependents who are not on Medicare. AASBCR® was also
advised that the union representatives should have communicated that to retirees. Yet, many
retirees weren’t told by either the union or the company. That is ironic considering AT&T is
premier in communications.
AASBCR® Benefit Directors have expressed to the Human Resources team that this is an
inappropriate action by AT&T. First, this was something discussed with the union
representatives almost four years ago. In addition, even IF the unions realized the DDB was
being utilized, only AT&T and UHC/BCBS would actually know the amount of the dollar cap
and what that will do to the monthly premiums of these retirees. Also, communicating such
benefit changes is not the unions' responsibility. What's more, the unions do not have access to
complete contact information for the retirees, only AT&T has that. AASBCR® Benefit Directors
have been told in the past that AT&T will communicate as needed to its' retirees. The
AASBCR® Board of Directors feels that our former company did not communicate this
enormous increase as it should have. AASBCR® is sending this bulletin so that all retiree
members are made aware of these substantial increases. Some retirees who receive a monthly
annuity will have to pay almost half of it towards this new plan. PO Box 7477 Buffalo Grove IL
60089-7477 Phone/FAX (312) 962-2770

AASBCR® is concerned that our former employer has not handled this issue properly and that
this will negatively affect AT&T's public image. Retirees can be the best salesmen for AT&T.
Retirees tell friends, neighbors, relatives about the great AT&T product line. AASBCR® is
saddened that its' former employer was not able to temper these increases as was done with the
increases in the AT&T Medical Plan for management retirees. In that case, affected retirees were
informed that the network copay percentages would be increased from 10% to 15% in 2013 and
next year from 15% to 20%.
AASBCR® has stated before that its' members are aware that AT&T, unlike some other
companies, continues to provide retirees with the healthcare that we all earned while employed.
AASBCR® has repeatedly expressed appreciation for that publicly. As retirees, we are all aware
of the escalating healthcare costs. Most retirees did see some significant increases in their costs
this year. However, this particular unexpected and large increase is quite troubling. Also, not
communicating such an increase in advance was not well received by the affected retirees.
Your AASBCR® Board of Directors sincerely hopes that in the future more emphasis will be
made on the communication aspects of this sort of message.

Legislative Ledgers
There were no Legislative Ledgers published this Quarter

                              Office / Fax Number (312) 962-2770
P.O. Box 7477, Buffalo Grove, IL 60089-7477                                          Page 8 of 11
                                 1st Quarter Newsletter
                                      March, 2013

News Registers
The News Register March 2013 No 001
AT&T 2013 Shareholder Meeting and Retiree Proposal

Two of our sister AT&T retiree groups -the SNET Retirees Association, Inc. (SRA) and
the AT&T Concerned Employees and Retirees (ACER) have won a hard fought battle
with AT&T for the right to submit a shareholder resolution. They are submitting that
shareholder resolution for the AT&T proxy statement at the 2013 Annual Meeting. It is
Stockholder Proposal (Item No. 7)
Shareholder Ratification of Executive Severance Packages and it reads:

RESOLVED: The shareholders of AT&T urge our Board of Directors to seek
shareholder approval of any senior executive officer’s future severance or termination
payments with an estimated total value exceeding 2.99 times the sum of the executive’s
base salary plus target short-term bonus.
        “Severance or termination payments” include any cash, equity or other
compensation that is paid out or vests due to a senior executive’s termination for any
reason. Payments include those provided under employment agreements, severance
plans, change-in-control clauses in long-term equity or other compensation plans, and
agreements renewing, modifying or extending any such agreement or plan.
         “Total value” of these payments includes: lump-sum payments; payments
offsetting tax liabilities; perquisites or benefits that are not vested under a plan generally
available to management employees; post-employment consulting fees or office
expense; and equity awards as to which the executive’s vesting is accelerated, or a
performance condition waived, due to termination.
        The Board shall retain the option to seek shareholder approval after material
terms are agreed upon and shall revise compensation agreements to comply with a
shareholder vote only in a manner that does not breach pre-existing contracts or
otherwise violate the company’s legal obligations.

       We believe that requiring shareholder ratification of “golden parachute”
severance packages with a total cost exceeding 2.99 times an executive’s base salary
plus target bonus will provide valuable feedback, encourage restraint, and strengthen
the hand of the Board’s compensation committee.
       Unlike many large companies, including peers Verizon and CenturyLink, our
Company has no policy requiring shareholder approval of “golden parachutes” and
other severance arrangements that exceed three times an executive’s base salary plus
       According to the 2012 Proxy (page 69), if CEO Randall Stephenson is terminated
without cause after a change in control, or resigns for “good reason,” he could receive
an estimated $34.1 million, more than five times his 2011 base salary plus target bonus.
       Similarly, senior executives Rafael de la Vega and John Stankey could have
received an estimated $18.2 and $18.4 million, respectively, more than seven times
their base salary plus target bonus as of the end of 2011 (2012 proxy, page 69).

                            Office / Fax Number (312) 962-2770
P.O. Box 7477, Buffalo Grove, IL 60089-7477                                      Page 9 of 11
                                 1st Quarter Newsletter
                                      March, 2013
       These estimated payouts to Stephenson, de la Vega and Stankey are in addition
to qualified pension and non-qualified pension and deferred compensation plans, which
pay millions more.
       Although AT&T’s Change in Control Severance Plan limits the lump sum cash
payout to 2.99 times base salary plus target bonus, the proxy reveals that change-in-
control termination payments include millions more from the accelerated vesting of long-
term equity.
       Most of these additional payouts result from the accelerated vesting of
Performance Shares and Restricted Stock Units (RSUs). This practice effectively
waives the performance conditions that justify AT&T’s annual grants of “performance-
based” long-term equity awards to senior executives, in our view.
       For example, in the event of termination due to death or disability, Stephenson
would have received nearly $28.5 million in unvested performance shares and restricted
stock, which pays out at 100% of target (page 64).
       We believe that AT&T’s policy on shareholder ratification of executive severance
should include the full cost of termination payments.

AASBCR® supports our fellow AT&T retirees and supports voting FOR this proposal. If
you own any AT&T shares, have friends or relatives with AT&T shares, please VOTE
FOR this proposal.

The Final Word
All Terrain Vehicle for Old People
                                  A positive attitude may not solve all your problems, but
                                  it will annoy enough people to make it worth the effort.

                                  The greatest discovery of my generation is that a human
                                  being can alter his life by altering his attitudes of mind.
                                  William James

                                  Common sense is the collection of
                                  prejudices acquired by age eighteen.
                                  Albert Einstein (1879 - 1955), (attributed)

        Education is a method whereby one acquires a higher grade of
        prejudices. Laurence J. Peter (1919 - 1988)

        Never try to reason the prejudice out of a man. It was not
        reasoned into him, and cannot be reasoned out. Sydney Smith
        (1771 - 1845)

                            Office / Fax Number (312) 962-2770
P.O. Box 7477, Buffalo Grove, IL 60089-7477                                     Page 10 of 11
                                 1st Quarter Newsletter
                                      March, 2013

        A great many people think they are thinking when they are
        really rearranging their prejudices. William James (1842 - 1910)

        I can win an argument on any topic, against any opponent.
        People know this, and steer clear of me at parties. Often, as a
        sign of their great respect, they don't even invite me.

        He was one of those men who think that the world can be saved
        by writing a brochure.

        My idea of an agreeable person is a person who agrees with me.

        The most dangerous strategy is to jump a chasm in two leaps.

                            Office / Fax Number (312) 962-2770
P.O. Box 7477, Buffalo Grove, IL 60089-7477                                Page 11 of 11

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