Ordinary General Shareholders Meeting

Brussels, 9 April 2008

Simultaneous translation

English : channel 3

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After the MeetingIf you are not participating to the Extraordinary General Shareholders Meeting, please return your handset and voting card at the end of the Ordinary General Shareholders Meeting.

Test questionJustine Henin will win a golden medal at the 2008 Olympic Games in BeijingFOR2.AGAINST3.ABSTAIN

Theo Dilissen

Chairman of the Board

Dirk Lybaert

Secretary General

Theo Dilissen

Chairman of the Board

Belgacom, a genuine supplier of integrated solutions for residential clients and business customers Our successes in 2007

Teams that make the difference

Responsible social partners

Visionary decisions

Multiple challenges for 2008

Didier Bellens

President & CEO

Full year results 2007

Highlights Excellent Business performanceGreat results in TV, Mobile and PacksTVVarious targeted acquisition initiatives & the launch of segmented rate plans led to a revival in new active customers (+308,796). Proximus managed to improve its postpaid/prepaid ratio to 51/49 & was able to maintain an outstanding churn rate of 15.7%.Mobile Since April 2007, several packs have been launched, combining Internet with TV and/or Mobile.153,000 packs sold, especially TV+Internet pack very successful.Packs Thanks to the success of the packs and the extended TV offer, the Belgacom TV customer base more than doubled (+165,654).Combination of strong customer growth with a reduced churn rate and a continuous increase of the ARPU to reach EUR 16.1 end 2007.

Highlights Subsequent eventsEntering an additional market segmentTotal of 180,000 broadband customersPrice of EUR 185 million on debt and cash free basis Subject to approval by competent competition authorities

Share buy-back as approved by Board of Directors of 18 October 2007 for maximum amount of EUR 230 million almost finalised By 4 March 2008 Belgacom bought back 7,038,765 shares for a total amount of EUR 230 million

Acquisition Scarlet

Share buy-back

Fixed Line Services

AccessTraffic27.227.22006Q4062007Q4072006Q4062007Q40726.326.6VoicePressure on voice access lines continued but impact on revenue limited to -1.8%

Broadband Growth (000)Q3 0520072006ADSL GO ARPUAverage ADSL ARPUADSL Light ARPU*: incl small business Broadband lines (000)20062007 Broadband+9.6%+ 2%Continued growth in broadband customer base despite competitive pressure

ICT*Continued growth in ICT services ICT revenue (000)* ICT revenue includes:Telindus Belgacom 'integration services Security & Applications + 7.5%+ 10.9%Product group contains all ICT-related products and services offered by the Belgacom Group.Y-o-Y ICT revenue increased with 7.5% mainly driven by: the acquisition of ISIT B.V, a Dutch data storage specialist some new major contracts that have been signed the launch of Belgacom Explore: especially successful in the retail sector the launch of new solutions

TV growth

Belgacom TV

Q406Q407TV total (000)(000)2007 2006 Belgacom TV ARPU(EUR) Q406Q40720072006Belgacom TV revenue

Q406Q407(000)2007200643Belgacom proves to be a strong iDTV player

Mobile Communications Services

Proximus strategy results in solid customer gain* 3-month active subscribersYoY Proximus added 308,796 customers, leading to a total of 4,620,232 active customers126,298 new active customers in Q407 (incl. 28,778 new active MVNO customers) compared to 71,031 a year ago+309Quarterly customer growth (000)

Q40771126 Total customers(000)20072006Q4064,6204,311

Proximus Value Share is stable at 50.1 %(*) (*) MCS estimatesEvolution of Value Share* (%)For the third consecutive quarter, Proximus gained in value market share compared to 2006OthersProximus49.2%49.4%50.8%50.6%Q406Q407* Share of Mobile Net Service Revenue, including regulation impact/excluding handsets & other revenues 50.1%50.1%49.9%49.9%20062007

Proximus Market Share at 43.8%(*)* 3-month active subscribers(*) MCS estimatesCustomer Base and Volume Share Evolution* (%)Proximus further improved the quality of its customer portfolio, mainly thanks to the acquisition of 348,463 new postpaid customers

2007 Net ARPU went down by 7.8%. Excluding the regulation impact (MTR and Retail Roaming), the net ARPU decrease would be limited to 3.3%, driven by the success of new bundled tariff plansBlended net ARPU of EUR 34.81 Gross ARPU 3-month active subscribers, includes Machine-to-machine, excludes discounts & promotionsNet ARPU : Gross ARPU including discounts & promotions

Gross ARPUCredits & DiscountsNet ARPUBlended ARPU1 (EUR/month)-10.4%36.432.6-7.8%37.734.8MTR impact(Excl regulation: -4.5%)(Excl regulation: -3.3%)

International Carrier Services

Operational OverviewConsolidation & outsourcing to become ICS world leaderPost Merger Integration Swisscom & Belgacom carrier operations successfully completed full network integration through deployment of NGN transmission network & switching platform Outsourcing project with MTN* Group extended to more affiliates - keeps contributing to strong mobile business growth Strategic partnership signed with Omantel positive impact on results second half 2007- BICS reinforces presence in fast growing Middle East region

Increase value from organic growthRe-engineering project for Service Delivery is on track new tools and processes to cope with growth and shift to IPFurther extension of Mobile Data footprint (new sizeable contracts)Several major capacity deals won in 2007

Move up the mobile value chainLaunch roaming solutions on track*MTN Group is leading provider of cellular and communications services in Africa

Group Financials

Consolidated income statementVariance2007 2006EUR (Mio)

EBITDA (EUR Mio)Revenues (EUR Mio)Segment resultsFixed LineMobileInternational Carrier2,1496,100*6,065*Non recurring expenses* Total revenues as reported post inter-segment eliminations-0.6%-5.5%2,031-46

Investments CAPEX (EUR Mio)Fixed LineMobileInternational Carrier676625-7.6%Group Capex as % of Group Revenue: 10.3%

Free cash flow influenced by financial assets transactionsFree cash flow (EUR Mio)

Transactions on financial assets

2006 : - acquisition of Telindus (EUR -584 mio) - disposal of Neuf Cegetel shares (EUR +238 mio)- acquisition of Vodafone minority share in Proximus (EUR 2 billion) 2007 : - disposal of M* & Eutelsat (EUR +245 mio) - acquisition of ISIT (EUR -13 mio)

Net financial position (EUR million)

Agenda

Questions & Answers

Oral questions

Proposed resolutions

Vote on the proposed resolutions

Proposed resolutionApproval of the annual accounts with regard to the financial year closed on 31 December 2007, including the following allocation of the results:(*) : for 2007, the gross dividend amounts to 2.18 per share, entitling shareholders to a dividend net of withholding tax of 1.635 per share, from which on 6 December 2007 an interim dividend of 0.50 ( 0.375 per share net of withholding tax) was paid; so that on 15 April 2008 a gross dividend of 1.68 per share ( 1.26 per share net of withholding tax) will be paid.FOR2.AGAINST3.ABSTAIN

Profit of the period available for appropriation217,551,768 Net transfers from the reserves available518,060,731 Profit to be distributed735,612,499 Remuneration of capital (gross dividends) *724,782,209 Other beneficiaries (Personnel)10,830,290

Proposed resolutionGranting of a discharge to the members of the Board of Directors for the exercise of their mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Proposed resolutionGranting of a discharge to Mr Didier Bellens for the exercise of his mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Proposed resolutionGranting of a discharge to Mr Guido J.M. Demuynck for the exercise of his mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Proposed resolutionGranting of a discharge to Mr Pierre-Alain De Smedt for the exercise of his mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Proposed resolutionGranting of a discharge to Mr Theo Dilissen for the exercise of his mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Proposed resolutionGranting of a discharge to Mrs Carine Doutrelepont for the exercise of her mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Proposed resolutionGranting of a discharge to Mrs Martine Durez for the exercise of her mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Proposed resolutionGranting of a discharge to Mr Philip Hampton for the exercise of his mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Proposed resolutionGranting of a discharge to Mr Georges Jacobs for the exercise of his mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Proposed resolutionGranting of a discharge to Mrs Mimi Lamote for the exercise of her mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Proposed resolutionGranting of a discharge to Mr Maurice Lippens for the exercise of his mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Proposed resolutionGranting of a discharge to Mr Michel Moll for the exercise of his mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Proposed resolutionGranting of a discharge to Mr Oren G. Shaffer for the exercise of his mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Proposed resolutionGranting of a discharge to Mrs Michle Sioen for the exercise of her mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Proposed resolutionGranting of a discharge to Mr Robert Tollet for the exercise of his mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Proposed resolutionGranting of a discharge to Mrs Lutgart Van den Berghe for the exercise of her mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Proposed resolutionGranting of a discharge to Mr Paul Van de Perre for the exercise of his mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Proposed resolutionGranting of a discharge to the members of the Joint Auditors for the exercise of their mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Proposed resolutionGranting of a discharge to ERNST & YOUNG, Rviseurs dentreprises S.C.C./Bedrijfsrevisoren B.C.V., represented by Mr Marnix Van Dooren, for the exercise of his mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Proposed resolutionGranting of a discharge to Mr Romain Lesage for the exercise of his mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Proposed resolutionGranting of a discharge to Mr Pierre Rion for the exercise of his mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Proposed resolutionGranting of a discharge to CALLENS, GUEVAR, VAN IMPE & Co, represented by Mr Herman Van Impe, for the exercise of his mandate during the financial year closed on 31 December 2007.FOR2.AGAINST3.ABSTAIN

Ordinary General Shareholders Meeting Brussels, 9 April 2008

Extraordinary General Shareholders Meeting

Brussels, 9 April 2008

Theo Dilissen

Chairman of the Board

Dirk Lybaert

Secretary General

Theo Dilissen

Chairman of the Board

Questions & Answers

Proposed resolutions

Vote on the proposed resolutions

Proposed resolutionProposal to amend the Articles of Association in order to comply with the changes in Belgian legislation regarding the disclosure of major participations in issuers whose shares are authorized on a regulated market.

Proposal to amend Article 11, Section 2 of the Articles of Association as follows:

()

Any person who directly or indirectly acquires Company securities with voting rights must notify both the Company and the Banking, Finance and Insurance Commission of the number of securities that he/she possesses if the voting rights attaching to the securities held by him/her exceed the threshold of 3 % or the threshold of 7.5 % of the total voting rights attaching to the Companys securities. Such notification is also required if a direct or indirect transfer of securities with voting rights brings the number of voting rights below one of the threshold values specified in Section 1.The provisions of Articles 6 to 17 of the Law of 2 May 2007 on the disclosure of major participations in issuers whose shares are authorized to be traded on a regulated market shall apply to the aforementioned quota. This provision shall apply without prejudice to the disclosure requirement that applies if the legal thresholds of 5 %, 10 %, 15 %, etc. - always per tranche of 5 percentage points - are reached or the voting rights fall below these thresholds.FOR2.AGAINST3.ABSTAIN

Proposal to empower the Board of Directors to acquire the maximum number of shares permitted by law, within an 18-month period, beginning on 9 April 2008. The price of such shares must not be more than 5% above the highest closing price in the 30-day trading period preceding the transaction, and no more than 10% below the lowest closing price in the same 30-day trading period.

Proposal to amend Article 13, Section 2 of the Articles of Association as follows:The Board of Directors is hereby empowered to acquire the maximum number of own shares permitted by law. The price paid for these shares must not be more than 5% above the highest closing price in the 30-day trading period preceding the transaction, and no more than 10% below the lowest closing price in that same 30-day trading period. This mandate is granted for a period of eighteen months as of 9 April 2008. Proposed resolutionFOR2.AGAINST3.ABSTAIN

FOR2.AGAINST3.ABSTAINProposed resolution

Proposal to grant all powers to the Secretary General, including that of replacement, for the purpose of coordinating the Articles of Association to reflect the resolutions above.

Extraordinary General Shareholders Meeting

Brussels, 9 April 2008