Between 21st May 2007 and 20th September 2007 inclusive, Business Customers will be able to apply for reduced pence per minute call rates to Local Geographic, National Geographic and most UK Mobile numbers at all times of day.

The BT Business OnePlan (Special Offer 1) rates will be available from 21st May 2007.

Customers wishing to take advantage of the Special Offer must enter into a BT Business OnePlan Contract of 12 or 24 months Contract Period and commit to an Annual Nominal Committed Spend of £5000.00, £30000.00, £100000.00, £200000.00 or £400000.00 per annum (Exc VAT).

Customers may opt for the Capped Offer, with prices shown in Tables A1 and A2, or the Uncapped Offer, with prices shown in Tables B1 and B2.

In order to qualify for the Special Offer the Customer must:

1) register for the Offer by completing Section 1 of the BT Business OnePlan (Special Offer 1) Application Form (the Application Form), which must be returned to BT on or before 20th September 2007;

2) following (or in conjunction with) registration, apply, via the Customer's Account Manager for a draft Inventory. BT will then produce and return to the Customer a draft Inventory for checking;

3) complete and sign Section 2 of the Application Form, which must be returned with the approved Inventory to BT on or before 20th May 2008. Section 2 should only be completed once the Customer is satisfied the Inventory is correct.

Customers moving from an existing contract will be subject to any existing Terms and Conditions regarding migration, reconciliation and reward of that existing contract.

The Terms and Conditions applicable to BT Business OnePlan, including Migration and Reconciliation rules, will apply as specified in the Price List, Section 56Part 20'BT Business OnePlan'.

BT Business OnePlan Reward is not available with this offer.

BT Business OnePlan (Special Offer 1) is not compatible with Access Credit Scheme or Exchange Line Credit Scheme (ACS and ELCS) or the Business Line Reward Online discount schemes.

The Special Offer rates will apply to the Customer's Contract for the contract period (12 or 24 months as selected) commencing from the Operational Service Date (to be specified by BT) and will continue thereafter until the Customer’s BT Business OnePlan Contract is terminated or BT varies the rates upon 14 days notice.

FAIR USE POLICY

Customers may spend no more than 75%% of their calls bill on UK Mobile calls in each 12 month period of their contract, effective from their operational start date. Should spend on UK Mobile calls exceed this value, the excess UK Mobile call charges will attract a surcharge of 50%%.

(e.g. a customer whose call spend is £10000.00 and spends £9000.00 on UK Mobile calls would be surcharged 50%% of £1500.00, the excess UK Mobile call spend between actual UK Mobile call spend of £9000.00 and the maximum fair use spend of £7500.00. In this example the surcharge would be £750.00 and the actual billed amount would be £10750.00.)

SPECIAL OFFER RATES

CAPPED OFFER

TABLE A1: Local and National Capped Call prices - prices for all tiers at all times, are subject to a set up charge of 2p(Exc VAT)

After the first 60 minutes call duration, the remainder of the call will be charged at the relevant pence per minute prices as shown in table A1 below.

*Includes calls charged at g21 rate and shown as 11 under Categorisation for Customer Options in Section 2Part 11of the Price List

TABLE A2: Fixed to UK Mobile Capped Call prices – prices for all tiers at all times, are subject to a set up charge of 6p (Exc VAT).

After the first 60 minutes call duration, the remainder of the call will be charged at the relevant pence per minute prices as shown in table A2 below.

*These call prices refer to calls to chargebands fm1, fm3, fm4, fm5, fm6, fm7, fm8 and fm9.

UNCAPPED OFFER

TABLE B1: Uncapped Offer - Local and National Uncapped Call prices

* Includes calls charged at g21 rate and shown as 11 under Categorisation for Customer Options in Section 2 Part 11 of the Price List

TABLE B2: Uncapped Offer - Fixed to UK Mobile CappedUncapped Call prices.

These call prices refer to calls to chargebands fm1, fm3, fm4, fm5, fm6, fm7, fm8 and fm9.

These calls do not attract a set up fee.

Uncapped Offer – A monthly fee of £1.00 (exc VAT) per exchange line / ISDN channel will be applied throughout the course of the contract.

Other Call Charges

The charges for all other call types are specified in the Price List, Section 56Part 20'BT Business OnePlan'.

British Telecommunications plc

14 May 2007