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AWS merger approved by 65% of shareholders

AT&T Wireless Services Inc. reported that 65 percent of all outstanding shareholders have approved the company’s pending $41 billion acquisition by Cingular Wireless L.L.C., and 98 percent of the shares voted are in favor of the acquisition. The deal calls for AWS shareholders to receive $15 in cash per common share and is expected to close later this year.

“Today’s vote marks a major milestone in our pending merger with Cingular,” said AWS Chairman and Chief Executive Officer John Zeglis. “By an ‘AWS-some’ majority, AT&T Wireless shareholders accepted the handsome cash premium offered by Cingular.”

AWS shareholders also approved the election of Nobuharu Ono, Carolyn Ticknor and Zeglis to new three-year terms as class-three directors and ratified PricewaterhouseCoopers L.L.P. as the company’s independent auditors for 2004. Shareholders did not approve a proposal for executive compensation, a proposal on discontinuing certain executive compensation and a proposal on vote requirements for director elections.

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