Cox Closes AT&T Deal


Atlanta -- Cox Communications Inc. said last
Wednesday that it closed the exchange of $2.7 billion in AT&T Corp. stock for
cable systems and other assets.

Under terms of the deal, announced last July, Cox yielded
50.3 million AT&T shares for an entity formed to own cable systems with about 485,000
subscribers and other assets.

At the time, the stock was worth more than $2.8 billion.
Cox got the stock when AT&T bought Teleport Communications Group, the competitive
local-exchange carrier controlled by Cox and other MSOs.

Cox gets AT&T Broadband systems in Tulsa, Okla.
(159,000 subscribers), and Baton Rouge, La. (151,000 subscribers); AT&T
Broadband's 20 percent stake in a partnership with the former TCA Cable TV Inc. with
62,000 attributable subscribers in Texas, Louisiana and New Mexico (Cox now owns TCA); and
Peak Cablevision, formerly owned by AT&T Broadband and the Fisher family, serving
113,000 subscribers in Oklahoma, Arkansas, Utah and Nevada.

The entity also holds $750 million in other assets,
including cash.

Merrill Lynch & Co. advised Cox.