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The following deals were announced in 2006: AT&T INC. Acquisition of BELLSOUTH CORP. Description:AT&T Inc. of San Antonio acquired BellSouth Corp. of Atlanta creating the world’s largest telecommunications company in a deal valued at about $89.4 billion. Closed in December 2006. Counsel for AT&T:in-house; Sullivan & Cromwell; Simpson Thacher & Bartlett; Sidley Austin; Latham & Watkins; Arnold & Porter; Wachtell, Lipton, Rosen & Katz; Mayer, Brown, Rowe & Maw; Crowell & Moring; Kellogg, Huber, Hansen, Todd, Evans & Figel; Troutman Sanders Counsel for BellSouth:in-house; Fried, Frank, Harris, Shriver & Jacobson; Kilpatrick Stockton; Cravath, Swaine & Moore; Skadden, Arps, Slate, Meagher & Flom KINDER MORGAN INC. TO GO PUBLIC IN LEVERAGED BUYOUT Description:Houston-based Kinder Morgan Inc. announced a definitive agreement in August 2006 calling for Chief Executive Officer Richard Kinder and others in management and investment bankers to acquire KMI in a deal valued at about $27.5 billion. The private equity companies are Goldman Sachs Capital Partners and certain affiliates; American International Group Inc. and certain affiliates; The Carlyle Group; and Riverstone Holdings LLC. Pending. Counsel for Kinder Morgan, special board committee and/or independent directors:in-house; Skadden, Arps, Slate, Meagher & Flom; Bracewell & Giuliani; Shearman & Sterling Counsel for private equity group and/or management group:Wachtell, Lipton, Rosen & Katz; Weil, Gotshal & Manges; Davis Polk & Wardwell; Vinson & Elkins; Davies, Ward, Phillips & Vineberg; Latham & Watkins; Cleary Gottlieb Steen & Hamilton; Sidley Austin PRIVATE EQUITY GROUP Acquisition of CLEAR CHANNEL COMMUNICATIONS INC. Description:In November 2006, Clear Channel Communications Inc. of San Antonio agreed to be acquired by private equity companies Thomas H. Lee Partners LP and Bain Capital Partners LLC for about $26.7 billion, including assumption of about $8 billion in debt. Pending. Counsel for Clear Channel:in-house; Akin Gump Strauss Hauer & Feld; Sidley Austin; Sullivan & Cromwell; Simpson Thacher & Bartlett; Dewey Ballantine; Jones Day Counsel for special board committee:Dow Lohnes Counsel for private equity companies:in-house; Ropes & Gray ANADARKO PETROLEUM CORP. Acquisition of KERR-MCGEE CORP. Description:Anadarko Petroleum Corp., based in The Woodlands, acquired Kerr-McGee Corp. of Oklahoma City for a total of $18 billion, including $16.4 billion in cash and $1.6 billion in assumed debt. Closed in August 2006. Counsel for Anadarkin-house; Akin Gump Strauss Hauer & Feld; Sullivan & Cromwell; Vinson & Elkins; Morris, Nichols, Arsht & Tunnell Counsel for Kerr-McGee:in-house; Covington & Burling; Davis Polk & Wardwell; Weil, Gotshal & Manges PRIVATE EQUITY Acquisition of FREESCALE SEMICONDUCTOR INC. Description:A private equity group acquired Freescale Semiconductor Inc., an Austin-based chipmaker, for about $17.5 billion. The private equity companies include Blackstone Group, The Carlyle Group, Permira Funds and Texas Pacific Group. Closed in December 2006. Counsel for Freescale:in-house; Wilson Sonsini Goodrich & Rosati; Sullivan & Cromwell; Morgan Lewis Counsel for private equity funds:Skadden, Arps, Slate, Meagher & Flom; Blakely Sokoloff Taylor & Zafman; Fried, Frank, Harris Shriver & Jacobson; Cleary Gottlieb Steen & Hamilton; Osler Hoskin & Harcourt; Goodwin Procter; Latham & Watkins PRIVATE EQUITY Acquisition of MICHAELS STORES INC. Description:Irving-based Michaels Stores Inc. was acquired by private equity companies Bain Capital Partners LLC and The Blackstone Group in a deal valued at about $6 billion. Closed in October 2006. Counsel to Michaels:in-house; Cravath, Swaine & Moore; Wachtell, Lipton, Rosen & Katz; Sullivan & Cromwell; Davies, Ward, Phillips & Vineberg Counsel to Bain and Blackstone:Ropes & Gray; Stikeman Elliott; Ogilvy Renault CROWN CASTLE INTERNATIONAL INC. Acquisition of GLOBAL SIGNAL INC. Description:Houston-based Crown Castle International Inc. acquired Global Signal Inc. of Sarasota, Fla. in a deal valued at about $5.8 billion in cash, stock and assumed debt. Closed in January 2007. Counsel for Crown Castle:in-house; Cravath, Swaine & Moore; Simpson Thacher & Bartlett Counsel for Global Signal:in-house; Skadden, Arps, Slate, Meagher & Flom; Cleary Gottlieb Steen & Hamilton; Fried, Frank, Harris, Shriver & Jacobson ANADARKO PETROLEUM CORP. Acquisition of WESTERN GAS RESOURCES INC. Description:The Woodlands-based Anadarko Petroleum Corp. acquired Denver-based Western Gas Resources Inc. for $5.45 billion, including $4.8 billion in cash and about $650 million in assumed or retired debt. Closed in August 2006. Counsel for Anadarkin-house; Akin Gump Strauss Hauer & Feld; Sullivan & Cromwell; Osler, Hoskin & Harcourt; Vinson & Elkins Counsel for Western Gas:Skadden, Arps, Slate, Meagher & Flom PRIVATE EQUITY Acquisition of SABRE HOLDINGS CORP. Description:Affiliates of buyout companies Silver Lake Partners and Texas Pacific Group bought Southlake-based Sabre Holdings Corp. for about $5 billion. Closed in March 2007. Counsel for Sabre:in-house; Latham & Watkins; Davis Polk & Wardwell; Vinson & Elkins; Skadden, Arps, Slate, Meagher & Flom Counsel for Silver Lake and TPG:Cleary Gottlieb Steen & Hamilton; Fenwick & West DYNEGY INC. Acquisition of POWER PLANT ASSETS FROM LS POWER GROUP Description:Dynegy Inc. of Houston bought power plant assets from LS Power Group of New Jersey for about $4.1 billion in cash, stock and assumed debt. Closed in April 2007. Counsel for Dynegy:in-house; Akin Gump Strauss Hauer & Feld; Dewey Ballantine Counsel for LS Power:in-house; Cravath, Swaine & Moore Sources: List of mergers and acquisitions provided by Thomson Financial,In-House Texas ‘ “New Deals” columns, corporate press releases and securities filings.

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