<PAGE> 1
FIRSTCOM CORPORATION
THIS PROXY IS SOLICITED ON BEHALF OF
THE BOARD OF DIRECTORS OF
FIRSTCOM CORPORATION
The undersigned, a shareholder of FirstCom Corporation, a Texas corporation
("FirstCom"), hereby appoints Patricio E. Northland and Thomas C. Canfield, and
each of them, as the proxy or proxies of the undersigned, each with full power
of substitution, and hereby authorizes each of them to represent and to vote all
of the shares of common stock of FirstCom that the undersigned is entitled to
vote at the Special Meeting of Shareholders of FirstCom to be held at 10:00 a.m.
(Eastern Daylight Time) on August 28, 2000 at The Waldorf Astoria, 301 Park
Avenue and 50th Street, New York, New York 10022, and at any adjournments or
postponements thereof, on the following proposal as designated below and, in
their discretion, on such other matters as may properly come before the Special
Meeting.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED
HEREIN BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL
BE VOTED "FOR" THE APPROVAL OF THE PROPOSAL, AND WILL BE VOTED IN THE DISCRETION
OF THE PROXIES APPOINTED HEREBY ON ANY OTHER BUSINESS AS MAY PROPERLY COME
BEFORE THE SPECIAL MEETING.
YOU ARE REQUESTED TO COMPLETE, SIGN AND RETURN THIS PROXY PROMPTLY.
PROPOSAL 1: To approve the Agreement and Plan of Merger, dated as of November
1, 1999, among FirstCom Corporation, AT&T Corp., AT&T Latin America Corp., and
Frantis, Inc., as amended (the "Merger Agreement") and the transactions
contemplated by the Merger Agreement, including the merger of FirstCom
Corporation into Frantis, Inc., a wholly-owned shell subsidiary of AT&T Latin
America Corp. created for the merger.
THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS A VOTE FOR THE APPROVAL OF
PROPOSAL 1.
[ ] VOTE FOR [ ] VOTE AGAINST [ ] ABSTAIN
(continued on other side)
The undersigned hereby acknowledges receipt of the notice of Special Meeting and
related proxy statement/prospectus.
Dated:
-------------------------------
----------------------------------
(Print Name(s))
----------------------------------
(Signature)
----------------------------------
(Signature, if held jointly
IMPORTANT: Please sign exactly as
your name appears hereon and mail
it promptly even if you plan to
attend the Special Meeting. If you
are signing as an attorney,
executor, administrator, trustee
or guardian, please indicate your
full title in this capacity. When
shares are held by joint tenants,
both holders should sign this
proxy. If you are a corporation,
please indicate the full name of
the corporation and have this
proxy signed by the corporation's
president or other authorized
officer. If you are a partnership,
please indicate the full name of
the partnership and have this
proxy signed by an authorized
person.
PLEASE MARK, SIGN, DATE AND MAIL THIS PROXY PROMPTLY USING THE ENVELOPE
PROVIDED. NO POSTAGE IS NECESSARY IF MAILED IN THE UNITED STATES.
