-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WF1tVNmHB3H8VbELUry3IEBL++erf7P3B1u92Ln2mHKTHfJR9jImv5TFPEvzj2+F QMzS/6N4NkVnxswtWI94PQ== 0000732713-07-000015.txt : 20070104 0000732713-07-000015.hdr.sgml : 20070104 20070104175427 ACCESSION NUMBER: 0000732713-07-000015 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20061229 FILED AS OF DATE: 20070104 DATE AS OF CHANGE: 20070104 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BELLSOUTH CORP CENTRAL INDEX KEY: 0000732713 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 581533433 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1155 PEACHTREE ST NE STREET 2: ROOM 15G03 CITY: ATLANTA STATE: GA ZIP: 30309-3610 BUSINESS PHONE: 4042492000 MAIL ADDRESS: STREET 1: 1155 PEACHTREE STREET NE CITY: ATLANTA STATE: GA ZIP: 30309-3610 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KELLY JAMES P CENTRAL INDEX KEY: 0001208223 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08607 FILM NUMBER: 07510986 MAIL ADDRESS: STREET 1: 150 EAST BAY RD CITY: OSTERVILLE STATE: MA ZIP: 02655-1938 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2006-12-29 1 0000732713 BELLSOUTH CORP BLS 0001208223 KELLY JAMES P UPS, INC., 55 GLENLAKE PARKWAY, NE ATLANTA GA 30328-3474 1 0 0 0 Common Stock 2006-12-29 4 D 0 4504 D 0 D Phantom Deferral Shares 2006-12-29 4 D 0 23155.5536 D Common Stock 23155.5536 0 D Restricted Stock Units 2006-12-29 4 D 0 2504 D Common Stock 2504 0 D Non-Qualified Stock Option (right to buy); Tandem SAR 50.938 2006-12-29 4 D 0 4000 D 2010-04-24 Common Stock 4000 0 D Non-Qualified Stock Option (right to buy); Tandem SAR 40.265 2006-12-29 4 D 0 4048 D 2011-04-23 Common Stock 4048 0 D Non-Qualified Stock Option (right to buy) 30.725 2006-12-29 4 D 0 4999 D 2012-04-22 Common Stock 4999 0 D Non-Qualified Stock Option (right to buy) 25.065 2006-12-29 4 D 0 4778 D 2013-05-01 Common Stock 4778 0 D Non-Qualified Stock Option (right to buy) 26.03 2006-12-29 4 D 0 5824 D 2014-05-01 Common Stock 5824 0 D Non-Qualified Stock Option (right to buy) 26.40 2006-12-29 4 D 0 7372 D 2015-05-01 Common Stock 7372 0 D Disposed of pursuant to Agreement and Plan of Merger dated as of March 4, 2006 by and among the Company, AT&T Inc. and a wholly owned subsidiary of AT&T Inc. (the "merger") in exchange for shares of AT&T common stock. Reporting person received 1.325 shares of AT&T common stock in exchange for each share of BellSouth common stock on Decembe 29, 2006, the effective date of the merger (the "effective date of the merger"). These shares of BellSouth phantom stock were replaced by 30,681.1085 shares of AT&T phantom stock on the effective date of the merger. These restricted stock units were paid out in shares of BellSouth common stock on the effective date of the merger and are reflected on Table 1 of this Form 4. This option was assumed by AT&T Inc. in the merger and replaced with an option to purchase 5,300 shares of AT&T common stock for $38.45 per share on the effective date of the merger. This option was assumed by AT&T Inc. in the merger and replaced with an option to purchase 5,363 shares of AT&T common stock for $30.39 per share on the effective date of the merger. This option was assumed by AT&T Inc. in the merger and replaced with an option to purchase 6,623 shares of AT&T common stock for $23.19 per share on the effective date of the merger. This option was assumed by AT&T Inc. in the merger and replaced with an option to purchase 6,330 shares of AT&T common stock for $18.92 per share on the effective date of the merger. This option was assumed by AT&T Inc. in the merger and replaced with an option to purchase 7,716 shares of AT&T common stock for $19.65 per share on the effective date of the merger. This option was assumed by AT&T Inc. in the merger and replaced with an option to purchase 9,767 shares of AT&T common stock for $19.93 per share on the effective date of the merger. Marcy A. Bass, Attorney in Fact 2007-01-04 -----END PRIVACY-ENHANCED MESSAGE-----