INTERNAL CONTROL RPT

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders of Altaba Inc.

In planning and performing our audit of the consolidated financial
statements of Altaba Inc. and its subsidiary (the "Fund") as of and
for the year ended December 31, 2020, in accordance with the
standards of the Public Company Accounting Oversight Board (United
States) (PCAOB), we considered the Fund's internal control over
financial reporting, including controls over safeguarding securities,
as a basis for designing our auditing procedures for the purpose of
expressing our opinion on the consolidated financial statements and
to comply with the requirements of Form N-CEN, but not for the
purpose of expressing an opinion on the effectiveness of the Fund's
internal control over financial reporting.  Accordingly, we do not
express an opinion on the effectiveness of the Fund's internal
control over financial reporting.

The management of the Fund is responsible for establishing and
maintaining effective internal control over financial reporting. In
fulfilling this responsibility, estimates and judgments by management
are required to assess the expected benefits and related costs of
controls. A company's internal control over financial reporting is a
process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of consolidated
financial statements for external purposes in accordance with generally
accepted accounting principles. A company's internal control over
financial reporting includes those policies and procedures that
(1) pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of
the assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of
consolidated financial statements in accordance with generally accepted
accounting principles, and that receipts and expenditures of the
company are being made only in accordance with authorizations of
management and directors of the company; and (3) provide reasonable
assurance regarding prevention or timely detection of unauthorized
acquisition, use or disposition of a company's assets that could have
a material effect on the consolidated financial statements.

Because of its inherent limitations, internal control over financial
reporting may not prevent or detect misstatements. Also, projections
of any evaluation of effectiveness to future periods are subject to
the risk that controls may become inadequate because of changes in
conditions, or that the degree of compliance with the policies or
procedures may deteriorate.

A deficiency in internal control over financial reporting exists when
the design or operation of a control does not allow management or
employees, in the normal course of performing their assigned functions,
to prevent or detect misstatements on a timely basis. A material
weakness is a deficiency, or a combination of deficiencies, in internal
control over financial reporting, such that there is a reasonable
possibility that a material misstatement of the company's annual or
interim consolidated financial statements will not be prevented or
detected on a timely basis.

Our consideration of the Fund's internal control over financial
reporting was for the limited purpose described in the first paragraph
and would not necessarily disclose all deficiencies in internal control
over financial reporting that might be material weaknesses under
standards established by the PCAOB. However, we noted no deficiencies in
the Fund's internal control over financial reporting and its operation,
including controls over safeguarding securities, that we consider to be
material weaknesses as defined above as of December 31, 2020.

This report is intended solely for the information and use of the Board
of Directors of Altaba Inc. and its subsidiary and the Securities and
Exchange Commission and is not intended to be and should not be used by
anyone other than these specified parties.


/s/ PricewaterhouseCoopers LLP
New York, New York
February 2, 2021

LEGAL PROCEEDINGS

Legal Contingencies
General

The Fund has been regularly involved in claims, suits, government
investigations, and proceedings arising from the ordinary course
of the Fund's business, including actions with respect to intellectual
property claims, privacy, consumer protection, information security,
data protection or law enforcement matters, commercial claims,
stockholder derivative actions, purported class action lawsuits, and
other matters. Except as otherwise specifically described in 2 this
Note 5, during the periods presented we have not: (i) recorded any
accrual for loss contingencies associated with the legal proceedings
described in such Note 5; (ii) determined that an unfavorable outcome
is probable; or (iii) determined that the amount or range of any
possible loss is reasonably estimable. The ultimate outcome of legal
proceedings involves judgments, estimates and inherent uncertainties,
and cannot be predicted with certainty. Furthermore, in the case of
the Security Incidents described herein, alleged damages have not
been specified, and there are significant factual and legal issues to
be resolved. The Fund will continue to evaluate information as it
becomes known and will record an accrual for estimated losses at the
time or times it is determined that a loss is both probable and
reasonably estimable.

In the event of a determination adverse to the Fund, its subsidiary,
directors, or officers in these matters, the Fund may incur
substantial monetary liability, and be required to change its business
practices. Either of these events could have a material adverse effect
on the Fund's financial position, results of operations, or cash flows.
The Fund may also incur substantial legal fees, which are expensed as
incurred, in defending against these claims.

From time to time the Fund may enter into confidential discussions
regarding the potential settlement of pending proceedings, claims or
litigation. There are a variety of factors that influence our decisions
to settle and the amount (if any) we may choose to pay, including the
strength of our case, developments in the litigation, the behavior of
other interested parties, the demand on management time and the possible
distraction of our employees associated with the case and/or the
possibility that we may be subject to an injunction or other equitable
remedy. In light of the numerous factors that go into a settlement
decision, it is difficult to predict whether any particular settlement
is possible, the appropriate terms of a settlement or the opportune
time to settle a matter. The settlement of any pending litigation or
other proceedings could require us to make substantial settlement
payments and result in us incurring substantial costs.

Security Incidents Contingencies

On September 22, 2016, the Fund disclosed that a copy of certain user
account information for approximately 500 million user accounts was
stolen from the Fund's network in late 2014 (the "2014 Security
Incident"). On December 14, 2016, the Fund disclosed that, based on its
outside forensic expert's analysis of data files provided to the Fund
in November 2016 by law enforcement, the Fund believes an unauthorized
third party stole data associated with more than one billion user
accounts in August 2013 (the "2013 Security Incident"). Verizon
subsequently disclosed that the 2013 Security Incident involved over
three billion user accounts. In November and December 2016, the Fund
disclosed that based on an investigation by its outside forensic
experts, it believes an unauthorized third party accessed the Fund's
proprietary code to learn how to forge certain cookies. The outside
forensic experts have identified approximately 32 million user accounts
for which they believe forged cookies were used or taken in 2015 and 2016
(the "Cookie Forging Activity"). The 2013 Security Incident, the 2014
Security Incident, and the Cookie Forging Activity are collectively
referred to herein as the "Security Incidents." The total cumulative
amount accrued and paid related to the Security Incidents was $152 million.

Numerous putative consumer class action lawsuits were filed against the
Fund in U.S. federal and state courts, and in foreign courts, relating to
the Security Incidents, including the following: (1) In Re: Yahoo! Inc.
Customer Data Security Breach Litigation, U.S. District Court for the
Northern District of California Case No. 5:16-md-02752-LHK ("federal
consumer class action"); (2) Yahoo! Inc. Private Information Disclosure
Cases, Superior Court of California, County of Orange Case No. JCCP 4895
("California consumer class action"); (3) Demers v. Yahoo! Inc., et al.,
Province of Quebec, District of Montreal Superior Court Case Nos.
500-06-000841-177 and 500-06-000842-175; (4) Gill v. Yahoo! Canada Co.,
et al., Supreme Court of British Columbia, Vancouver Registry Case No.
S-168873; (5) Karasik v. Yahoo! Inc., et al., Ontario Superior Court of
Justice Case No. CV-16-566248-00CP ("Karasik"); (6) Larocque v. Yahoo!
Inc., et al., Court of Queen's Bench for Saskatchewan Case No. QBG 1242
of 2017; ("Saskatchewan action") (7) Sidhu v. Yahoo Canada Co., et al.,
Court of Queen's Bench for Alberta Case No. 1603-22837; (8) Lahav v.
Yahoo! Inc., Tel Aviv-Jaffa District Court Case No. 61020-09-16 ("Lahav");
and (9) Reinzilber v. Yahoo! Inc., Tel Aviv-Jaffa District Court Case No.
7406-08-17 ("Reinzilber"). Plaintiffs, who purport to represent various
classes of users, generally claim to have been harmed by the Fund's
alleged actions and/or omissions in connection with the Security Incidents
and assert a variety of common law and statutory claims seeking monetary
damages or other related relief. In October 2018, the Fund announced that
it had reached an agreement with plaintiffs' counsel to resolve all
pending claims in the federal and California consumer class actions. On
December 3, 2018, the Tel Aviv-Jaffa District Court granted plaintiffs'
counsel petition to dismiss the Lahav and Reinzilber actions, in view of
the proposed settlement of the federal consumer class action. On January
28, 2019, the Court in the federal consumer class action denied the
plaintiff's motion for preliminary approval of the proposed settlement. On
April 8, 2019, the parties filed a revised settlement agreement and
renewed motion for preliminary approval. On July 20, 2019, the Court
granted preliminary approval. On July 22, 2020 the Court granted final
approval and entered judgment. Several class members who objected to the
settlement have filed appeals, which are pending.

The Fund has also reached an agreement with plaintiffs in the Karasik
action with the aim of resolving pending claims in the Canadian consumer
class action cases. The agreement is subject to certain conditions,
including Court approval and therefore may not result in a final
settlement. Plaintiffs in the Karasik action filed a motion with the
Ontario Superior Court of Justice, seeking to approve the settlement.
Ms. Laroque (the named plaintiff in the Saskatchewan action) has
objected to the proposed settlement. On January 8, 2021, the Court held
a hearing on the Karasik plaintiffs' motion. The parties are awaiting
a decision.

Additional lawsuits and claims related to the Security Incidents may be
asserted by or on behalf of users, partners, or others seeking damages
or other related relief.

Following the consummation of the Sale Transaction, pursuant to the
transaction agreement with Verizon, the Fund continues to be responsible
for 50 percent of certain post-closing cash liabilities under consumer
class action cases related to the Security Incidents.