IN RE: WORLDCOM, INC., et al., Chapter 11, Debtors.

Case No. 02-13533 (AJG) (Jointly Administered)United States Bankruptcy Court, S.D. New York
April 8, 2003

ORDER PURSUANT TO SECTIONS 105 AND 363 OF THE BANKRUPTCY CODE AUTHORIZING THE DEBTORS TO ENTER INTO DISCOUNT PLANS WITH SBC COMMUNICATIONS, INC.
ARTHUR J. GONZALEZ, United States Bankruptcy Judge

A hearing having been held on April 8, 2003 (the “Hearing”) to consider the motion (the “Motion”) of WorldCom, Inc. and its direct and indirect domestic subsidiaries, as debtors and debtors in possession (collectively, the “Debtors”) for an order pursuant to sections 363 and 105 of title 11 of the United States Code (the “Bankruptcy Code”), authorizing the Debtors to enter into the Plans (as defined in the Motion), as more fully set forth in the Motion; and the Court having jurisdiction to consider the Motion and the relief requested therein in accordance with 28 U.S.C. § 157 and 1334; and due and proper notice of the Motion having been provided in accordance with the Order of this Court, dated November 22, 2002, and it appearing that no other or further notice need be provided; and the Court having reviewed the Motion, the papers in support thereof, and the response of SBC Communications, Inc. thereto; and upon the record of the Hearing, the Motion, and all of the proceedings had before the Court; and the Court having found and determined that the relief requested in the Motion represents an exercise of the Debtors’ sound business judgment, is in the best interests of the Debtors, their estates, and their creditors, and that the legal and factual bases set forth in the Motion establish just cause for the relief granted herein; and after due deliberation and sufficient cause appearing therefor, it is

ORDERED that the Motion is granted as modified herein; and it is further

ORDERED that the Debtors are authorized to enter into the Plans and to execute all documents and take all actions necessary or appropriate in furtherance thereof; and it is further

ORDERED that the hearing regarding whether and to what extent the Plans shall be deemed effective as of January 7, 2003 shall be adjourned until the April 15, 2003 hearing date or such other date as agreed upon by the parties; and it is further

ORDERED that the requirement pursuant to Local Rule 9013-10(b) that the Debtors file a memorandum of law in support of the Motion is waived.