Thank you for the tremendous response to our request for information.  We want to assure you also that the list is for the express purpose of the LRO and will not be sold or forwarded to others for any other use. We will also soon have a number of regional e-mail addresses to support the regional structure of this organization. When the regional groups are established you will likely be asked to send your personal information to them.  The task is growing and we need your help. Please volunteer some of your time to help us get established.  Outlined at the end of this newsletter are areas where we need some immediate support to begin work. Please contact your regional representatives listed in this document if you can help.

Lucent Proxy for Shareholder Meeting

All of us still owning Lucent stock will be receiving a proxy statement either in the mail or on line in the next few days. Also, some of you who have stock with the 401K plan or various IRA plans will want to be sure you vote you proxy. This is very important, it is our first opportunity to voice our collective opinions and start having an impact! The LRO recommends the following: 

• A NO vote on the two directors up for reelection. Lucent’s board is rated one of the worst in corporate America and we need fresh blood that take fiduciary and oversight responsibilities seriously!

• A NO for the stock split. The stock is over the $1 minimum and the market is picking up. Other companies have used this as a guise to force smaller investors to sell at huge losses.  Other companies, which have done reverse splits, also have seen reduction in the overall value of the investment.
  
• A NO vote for the Management Compensation Plan. We want to send a message that they don’t deserve the compensation till they do a better job.

Organizing Board Update

As of January 8, 2003 we have set up a temporary board to work issues of incorporating the organization.  The board members are:

• We thank Messrs. Epstein, Bard, Raschke and Carr for their ongoing work in determining how and what we need to file as a not for profit corporation. This is critical so we can begin accepting funding.

• We are close to finalizing a set of bylaws for the LRO and will soon publish them. We thank Mr. Shaff for his tireless work. The general plan is to have nine regional boards with a representative from each on the National Board. We are looking for help in all nine Regions. If you want to take an active leadership role, please contact Mr. Matt Carr at 865 694-6020 or carr70olds@aol.com.

• The nine regions are as follows:

LRO shall be referred to as the national organization and the affiliated organizations shall be referred to as regional organizations.The planned Mission of the LRO is:

• The overall mission is to preserve pension, healthcare and other benefits earned by retirees while employed by LUCENT and its predecessor and/or successor companies. Accordingly, the LRO will do its best to help strengthen the Company.  It will use its network of retirees, and its lobbying and PR assets, to support Lucent's business and political initiatives.  To the greatest extent possible, the LRO will work to ensure fairness and justice is given to our universe of retirees -- retirees who planned the finances for their senior years based on the Company's commitments to them at the time of their retirement.

• Our plan is to request a one-time voluntary founder’s membership of $350 for a lifetime membership to secure enough funds to set up the organization.  We also plan to offer an annual membership as an option.  The intent will be to keep the annual membership dues to a nominal level. The 2003 recommended dues will be $25. We plan to hold the checks until incorporation is complete. We are filing for tax-exempt status. Please note that if we do not achieve this status, checks will not be deductible.

• Again, some of you do not have email.  Unfortunately we do not currently have the funds or the resources to distribute information via hard copy. We ask that you keep in touch with other retiree friends who do have email. MSN offers a free email service.  You may want to check with your local library or senior center about the availability of computers and access to email. In addition, we hope to begin mailing newsletters to those who need them once we are on a firm financial footing.

• With respect to the recent Lucent action relating to the termination of the death benefit, we are putting together a letter requesting a meeting with Lucent officers and are seeking legal advice.  We will keep you informed as we proceed.

• We plan to become a member of the National Retiree Legislative Network (www.NRLN.Com). This membership entitles each of our members to membership without establishing individual memberships. The focus on the NRLN is to work national Retiree issues common to all retirees.

• We are also in contact and cooperating with the U S West, BellTel (Verizon and GTE), and IBM Retiree Organizations. We are cooperating with each other.  This should assist us with legislative and other governmental issues common to all of us.

• Lastly, as a reminder, please ask everyone to fill out the form so that we have complete information and can contact you.The code words for volunteer areas are listed below.
  

• Areas where we need volunteers:

• Database establishment and management (database)

• Legal Counsel (legal)

• Accounting and Finance (finance)

• Executive contacts (contacts)

• LRO leadership (leaders)

• Newsletter editing (editing)

• Issues identification, clarification and management (issues)

• Media relations contact for LRO